Fairy Tail: An Alternate Tail
by DigiXBot
Summary: Levy McGarden has always dreamed of joining the famous guild Fairy Tail. She never expected to join because of a rude Iron Dragon Slayer and his mysterious cat partner. She soon finds herself on a unique team of wizards on a never ending tail. Gale, Lyredy, Miraxus, Nalu, and other pairings. Complete. Now with its own TV Trope Page.
1. A Meeting in Hargeon

**Welcome to "Fairy Tail: An Alternate Tail." This story starts by takings the monumental meeting between Natsu and Lucy, and has a different shipping take their place. It will also have other pairings switched with each other. It's inspired by "Switching Places" by bookaddict621 (And you guys should check it out) which had Zervis as the main protagonists. This story is obviously AU. Here are the stars Gajeel and Levy.**

 **Levy: *Waves hand* Hi.**

 **Gajeel: *Grumbles*.**

 **Aren't they adorable. This story is going to rated high T due to Gajeel's mouth and attitude.**

 **Gajeel: What the H*** do ya mean my mouth and my attitude. Answer you F****** B******.**

 **Levy: Gajeel, calm down!**

 **Thank you for proving my point Gajeel, now if you two don't mind…**

 **Levy: Oh, of course. DigiXBot does not own the rights to Fairy Tail.**

 **Gajeel: If he did, he be doing something more product-Ow! *Levy gabs Gajeel in the rib***

 **Shut up Metal Face, now on with the story.**

 **A Meeting in Hargeon**

In the city of Hargeon, a train has just arrived at the station. While this was not an unusual occurrence, a conversation between two strange individuals definitely grabbed the attention of the train inspector. Especially if one was a man in punk clothing moaning in deep pain on the floor while the other was a black cat standing on two legs.

"Gajeel, get up. We have arrived at Hargeon."

Also the cat talked, definitely not normal. The inspector decided to approach with caution. "Is he okay?" He asked. The cat turned to face him, and he attempted to hide his fear from the serious expression of the feline.

"Of course he is," The cat answered. "He unfortunately suffers from a severe case of motion sickness."

"Never," The man known as Gajeel groaned. "I'm never riding a fucking train again." He stopped as he tried to hold back his vomit. The cat simply sighed as he stepped towards the car's side exit.

"If our information is correct," The cat said "then we will find the Black Steel here." He turned and faced his partner. "Gajeel, we need to move now."

"Yeah, yeah Lily," The man grumbled. "Just let me catch my breath." He dragged himself from the floor to halfway out the window as Lily walked out of the train. However, the cat stopped as he heard the train whistle, with the train beginning to ride off away from the station.

"Noooo!" Gajeel screamed. "Lily, get me off this thing!" The train eventually left the station.

Lily just pinched his forehead, knowing he had to rescue Gajeel from a vehicle... again.

* * *

Meanwhile, in a magic shop within the commercial district of Hargeon, a young blue-haired maiden was taking the next step on the journey to becoming a powerful mage…

"What!" The girl shouted. "You mean there's only one magic shop in this whole town?"

...Unfortunately, she took the step in the wrong direction.

"'Fraid so," The old shopkeeper behind the counter answered, "the people round here are more fishing folk than they are magic folk.

"Man," The girl, wearing an orange tank top, bluish jacket and white pants (Here old outfit at the start of series), mumbled. "I was hoping to find some useful spells."

"However, we do have the latest goods in stock." He poke around through his counter and pull out a color pinwheel. "This color magic is popular with the young ladies." He demonstrated by turning his shirt from blue to purple.

"I already have one of those." She answered while looking around. "I was hoping that I could find some rare spell books here, since Hargeon would encounter many travelers here."

"Hmm, spell books, huh?" The shopkeeper went into his counter before pulling out an ancient leather-bound book. "This book contains many ancient spells, however, it hasn't sold well because it's deemed 'unreadable' by many prospectors." The blue-haired girl looked at the book like it was a Christmas present. She place on a pair of red glasses before opening the book. After a few minutes, she looked up enthusiastically.

"Wow, not only this book is authentic, but it's also in a rare language, probably one that hasn't been fully deciphered yet."

The shopkeeper blinked in confusion. "You don't mind that at all?"

"Of course not, it'll be a challenge." The girl said happily as if that answered everything. "So how much is it?"

The old man chuckled. "Well, this rare specimen can be purchased for the bargain price of 20,000 Jewels."

The girl's smile froze, but she managed to respond. "How much?"

"20,000 Jewels." He answered back. The girl sighed before she began to examine the book once more, checking every single detail before facing up with a proud grin.

"I believe the book is actually worth less than that." She said strongly, ready for a good discount…

...Only to leave with the book in complete frustration. "Argh!" She shouted. "I can't believe that old man only knock down a thousand Jewels. Are all my bargaining skills really worth only 1000-kya!" The poor girl couldn't finish her rant as she was knocked down by two eager girls walking down the street.

"Can you believe it," One of the girls asked her friend. "The mighty Black Steel sama is here."

"I heard that he has metal magic that you can't buy in stores." The two giggled childishly as they continue down the street while the blue-haired mage stared curiously.

"Black Steel?"

* * *

"Ugh." The black haired man groaned. "I can't believe I had to ride that damn train, twice!" His feline companion just shook his head. "Well, you should have gotten off the train sooner."

"Aw, shut up already!" Gajeel shouted before sighing. "So that Black Steel we heard about, that had to be Metalicana, right?"

"Of course it might be," Lily answered. "You said it yourself, Black Steel was the title he took. So what do you plan on doing once you meet with him." The pierced man just grinned. "Well, the first thing I'm gonna do is punch the bastard in the face for leaving me all on my lonesome. Ghi hi hi." He finished off with a laugh.

"Oh, and then afterwards you will embrace with him a strong father-son hug." Lily responded with a smirk, causing Gajeel to turn red with embarrassment. "Oh, shut it cat, I ain't into sappy shit." Their conversation took a pause when they witness a large crowd of girls in the plaza of the city, all screaming out "Black Steel Sama."

Gajeel grinned. "That has to be him. Come on, Lily." The black-haired man ran towards the crowd with his feline partner following him.

* * *

Meanwhile, on the other side of the crowd, the blue-haired girl from before, who will be known as Levy, was approaching the said crowd with curiosity. Pushing through, she stopped when she saw what she thought was the most handsome man in the world.

He had spiky, dark grey hair and was wearing a blue shirt and red slacks alongside a black cape, as well as some mysterious rings (BTW, this isn't Bora, it's someone else). Floating around him were shards of metal constantly changing shape.

"Prepare to be dazzled with my metal molding magic." The man said with a disgusting grin as the fangirls shrieked with excitement. Levy meanwhile, was feeling her heart beating out of control as her eyes literally became hearts. She began to step closer to the man, wanting to get closer to him when…

"Metalicana!"

A boisterous voice broke her from the trance as a tall black haired man with piercings enter through the crowd followed by a small black cat walking on two legs. "There you are," he said. "Where've ya-" He and his partner stopped when they saw the Black Steel. Gajeel was quiet for a few seconds before he spoke. "Who the fuck are you?"

Black Steel could only stare in shock at the man's attitude, while the fangirl could only gasp at the man's rudeness. Meanwhile, the blue-haired maiden, freed from her trance, was examining the situation, finding the cause of her behavior on the caped-man's finger. Now an expression of anger covered her face

Black Steel was paralyzed for a few seconds before speaking. "If I said the Black Steel would that- Hey!" To further shock, Gajeel and Lily just walk past the man, the former grumbling about the fact that Metalicana wasn't here. However, his complaining stopped when three rabid fangirls attack the two travellers, yelling about his rudeness.

"Now, now! That'll be enough." Black Steel said. "It is not as if I was that insulted or anything" The fangirls back away from the pummeling. The grey-haired man pulled out a napkin, rested it on a flattened piece of metal, and wrote his name on it before handing it to Gajeel.

"Here's my autograph. Now you can brag about it to your little friends." Gajeel and Lily got up and examined the paper in confusion before the pierced man scoffed. "Why the hell would we want that?" His feline partner just facepalm, knowing that they just dug their grave

The same fangirls attack the two and threw them out of the crowd. "That's.. obviously not him." Gajeel moaned as Lily tried to wake him up. Black Steel just ignored the two, announcing to the crowd of his party on his yacht, before he manipulated one of his shards into a flat disc, which he stood on while floating away, with the crowd following him.

The two travellers could stare at the scene before Gajeel spoke. "What was that guy's deal anyway?"

"He's a real piece of work, huh." The two turned around and saw a blue-haired girl. She stared at the two before smiling. "Thanks for what you did!" The two stared in confusion before Lily spoke. "I'm sorry ma'am, but could you clarify what exactly we have done?" The girl stared in shock before shouting "You can talk?!"

Gajeel just rolled his eyes. "Well, duh, all Exceeds can talk." The girl just crossed her arms in irritation while Lily smacked his partner on the leg. "Ow!"

"Don't be rude." The Exceed chided his partner before he face the girl. "Forgive my friend for his behavior. As he said, I am an Exceed, a race of cat-like creatures with the capability of speaking, though that tends to shock many individuals."

The girl just sighed before smiling again. "That's okay, Let me explain what happened earlier. Lunch is on me." The grin on both of the individuals could only instil regret in the girl's choice.

* * *

Sure enough the regret was proven when Gajeel was devouring an inhuman amount of food at a ravenous pace, while his partner ate his kiwis at a more reasonable rate. However, bits of the food still ended up on Levy's face.

"So," She began. "Your names are Gajeel and Pantherlily, right?" Her smile strained as more food bits landed on her. "Just go easy on the food guys. *Sigh* There goes the money I've saved." She mumbled.

"Fanks for da food!" Gajeel mumbled while eating. Lily also gave his thanks for the kindness.

"No problem." Levy replied. "Actually, I should be thanking you guys. That man from before, Black Steel, was using charm magic in order to sway people towards him."

Lily pondered on what she has just said. "That magic was outlawed years ago, was it not?" Levy nodded. "Yeah, actually, the Magic Council has prohibited it since x779." Gajeel took a break from eating to scoff. "Talk about a jackass. Punks like him shouldn't be trusted." He raised his eyebrow. "So what does that charm stuff had to do with us?"

"Well when you guys enter the crowd, you broke the charm on me." Gajeel just shrugged. "Makes sense. So why you're here anyway."

"I came here hoping to find ways to improve my magic.I may not look like it, but I'm also a mage." Gajeel examined her before speaking. "Really huh, couldn't tell. So which guild you're part of?"

Levy just rubbed the back of her head, "Well, none yet. There's this really important and popular guild I want to join, but because of that it's probably impossible for just anyone to get in." Her expression went down.

"I believe you might be able to join." Lily said. Gajeel smirked. "Yeah shortie, you got more than enough brain for all those guilds to want you."

"Thanks guys," Levy said. "So about you two, you guys came to look for someone."

"That's correct," Lily replied. "We were looking for Metalicana."

"We heard a guy named Black Steel was in this town," Gajeel continued. "But instead it was some poser. He didn't even look like one."

Levy blinked in confusion. "One what?"

"A dragon, cause Metalicana a real dragon." Levy stared gobsmacked before shouting. "You two though a real dragon would be in Hargeon without drawing more attention?!" Gajeel was left dumbstruck trying to give an answer, while Lily was left pondering over the girl's statement. The girl shook her head before getting up and placing a couple jewels on the table. "Never mind that. I have to get going now." She only took a few steps before she felt herself being lifted up by her shirt.

"Hold on there Shrimp," Gajeel said, gripping the young girl who was struggling to get free. "We haven't thanked you yet."

"Would you let me go!" Levy shouted. "And I just told you guys, you saved me a while back, so we're even."

"True," Lily responded. "But we did not intend to rescue you."

"So we're still in your debt." Gajeel added. He pondered in thought before releasing Levy and searching his bag before pulling out the autographed napkin he received from before.

"Here, you can have this."

"Why would I want that!" Levy protested before pinching her forehead. "Just forget about it, okay." She then left after saying goodbye. Gajeel could only stare before shrugging, then he ate the silverware. Lily just rolled his eyes.

* * *

Later, Levy was on a bench reading Sorcerer Weekly, reading an article on how some Fairy Tail wizards took down a clan of crooks, but manage to cause massive property damage.

"Oh man," Levy laughed. "Those Fairy Tail wizards are really over the top sometimes." She sighed. "I really want to join them, but they probably need you to be amazing."

"You must think they're the coolest them." Levy jumped off the bench in shock as Black Steel popped out of a nearby bush.

"Black Steel!" She growled in frustration. The man ignored the emotion and simply grinned. "I was looking all over for you. I wanted all girls of your cuteness to come to my yacht." He leaned in closer. "After all, it won't be a party without you…"

Levy moved away quickly as Black Steel collapsed onto the ground. "Nice try. But charm magic fails if the target knows about it. So your little trick isn't going to work." The caped man simply dusted himself as he rose up. "Oh my, a cutie and a Smartie. And one of that much knowledge is obviously a mage. I knew there was something special about you."

"Yeah, and I know there is something disgusting about you, especially using charm magic to lure in girls." Levy crossed her arms and walked away.

"Wait!" The man shouted. "You said you wanted to join Fairy Tail right, well what if I said I could help you."

The blue-haired girl turned around. "What do you mean?"

"Well, I am a member of Fairy Tail," Black Steel answered. "and if you come to my party and keep quiet about that charm incident, I'll put in a good word for my master."

Levy's mind entered a deep debate, deciding whether or to believe him. After almost a minute, she smiled and agreed to come.

"Great," Black Steel replied. "Just come this evening and look your best."

After he left, Levy threw her fist in the air, excited that her dream is coming true.

* * *

Later that night, a certain pierced man belched loudly as he and his partner walked down the streets of Hargeon.

"Man that was some good eating, huh Lily." He shouted.

"Definitely." Lily replied. He stopped and saw a boat out in the distance. "Hmm, Gajeel, isn't that the boat that man in the plaza was speaking about." Lily turned and saw his partner kneeling by the railings, looking extremely nauseous. "Really, you're feeling sick just by looking at it."

"Can you believe it!" The two turned towards two girls talking."The famous Black Steel is on that ship."

"I heard he's a member of Fairy Tail."

"Fairy Tail?" Gajeel mumbled, staring intently at the boat.

* * *

"Enjoying the night," Black Steel asked as he and Levy were sitting in a private cabin. "Perhaps some lemonade to add some sweetness."

"That would be nice." Levy was wearing a nice dress with a pleasant smile, though inside she was screaming to escape. Black Steel raised his hand and droplets of lemonade floated in the air towards Levy. "It would be fun to …" She then scowled as she swatted them away. "If they weren't filled with a sleep concoction.

Black Steel was shocked at first, but he then gave a malicious grin. Suddenly the curtain was pulled back as many burly men carrying unconscious, tied up girls enter the room. Levy could only stare in shock.

"What's...going on…"

"Oh, nothing much, just an unplanned trip to Bosco." Levy could only stare at the caped-man in horror. "Bosco, that's a hot spot for human trafficking, so then this is a slave ring!" Black Steel clapped in response. "Bravo, you're a real smart gal aren't ya," He snapped his fingers and two of the men grabbed the girl from behind. "Though not street smart apparently."

"Hey boss, are ya sure of this one" One of the men asked. "I mean she's kinda lacking, if ya know what I mean." Levy could only scowled, both at the thug's statement, and the fact the mastermind was scanning her in a lecherous manner.

"She makes that up easily with her magic and her smarts, well, book smarts obviously." He pulls from the girl's belt a pen. "Hmm, I can't seem to figure what this is to be towards your magic, I can't even click on this." To Levy's protest he threw it over the ship.

"I don't believe it…" Levy stated in horror. "Is this what a Fairy Tail wizard-" She was interrupted when a crash from the ceiling grabbed everyone's attention. Landing on the ground in grace was Gajeel.

"Gajeel!" Levy broke free from her captors and gave a thumbs up. "You came." Her excitement faded as Gajeel collapse and moaned in discomfort, shocking everyone.

"I told you that wouldn't work." Above the hole was Lily, who was pretty much flying, like a boss.

"What's wrong with Gajeel?" Levy shouted. "And Lily, since when could you fly?!" The Exceed only sweatdropped. "Oh, did I not tell you that Exceeds are capable of flight?"

Black Steel shook himself out of shock and turn to his crew. "Don't just stand there, grab them."

"Lily," Gajeel groaned. "Get the Shrimp out of here." Before Levy could protest, Lily landed and a blast of smoke surrounded him. When it vanished a humanoid, 7 feet tall panther was in his place. He pulled out a 1-foot sword from his back, which grew to his current height when he swung it and knock down the approaching men. Lily then grabbed Levy and flew out of the ship.

"Do all Exceeds have the ability to transform too?!" Levy asked. "Actually, I am pretty sure I am the only one-" He was interrupted when gun blasts were aimed at the two. Lily flew erratically attempting to avoid them.

"We have to do something!" Levy protested. "We can't just leave Gajeel, or the other girls."

"I'm afraid the situation is much worse." Lily replied. "I am almost-" He stop talking when not only his wings disappeared, but his body reverted to his smaller state, causing both him and Levy to fall into the water. However, while below, Levy spotted a familiar object on the shallow floor. She swam down and picked it up before heading up towards the surface.

Back on the ship, Black Steel was scanning the water attempting to find the two escapees. He needed to stop them before they contact the magic council. A groan drew his attention back to the cabin, where Gajeel was attempting to get up. "Fairy...Tail." He turned and face the caped man. "You...went…and…"

On the water surface, Lily was searching for the blue-haired girl when she rose up with an odd looking pen. "What is that suppose to be?" He asked. Levy just smiled. "This is the secret to saving Gajeel. It's time to show you guys some Solid Script Magic." She raised the pen, and in the air, she wrote the letters S, T, O, R, M. "Solid Script:" She shouted. "Storm!" Immediately the letters took the form of storm clouds, growing bigger as they rose into the air, with rapid winds and harsh lightning surrounding it. Levy cheered as the storm cloud grew larger and thundered, yet she stopped when she noticed Lily was shaking. "Um, Lily," She asked concerned. "Are you okay?"

"Ye-yeah," He stumbled covering his ears from the sounds. "I-i am definitely not afraid of th-thunder. W-what made you th-think that?" Levy sweatdropped. "I never even said anything about being afraid." She shook her head. "Anyway, a few more storms and I'll be able to push that ship towards the shore and get Gajeel off it. Solid Script: Storm!" She repeated her previous spell. But once the word joined the larger storm, it became more chaotic, pushing the weather into a full hurricane, with waves pulling both the ship and Levy and Lily towards land.

"Ahhh!" Levy screamed. "I went to far!" She and her companion landed unceremoniously face first onto the sand, while the ship landed on the beach on its side.

"Urrgh," Lily groaned. "Maybe you should have practiced that spell before going overboard." Levy grumbled as she pinched her forehead. She got up and saw the former fan girls running towards the city, relief filling her knowing that they will tell the authorities. The same relief grew when she saw Gajeel on the sand, recovering from the motion sickness, but with his jacket torn.

"All of you…" The three turned and saw Black Steel and his men getting up from the crash. "You sabotage my plan. It took me forever to gather that many girls." He scowled. "You have pretty big balls for a group like yours, especially for a man with a pierced face and his talking house pet." Levy and Lily stood on guard, the latter irritated at the insult aimed at him.

"Yeah," Gajeel grumbled, marching towards the man. "Well, you got pretty big balls for a man with a pierced vagina and his talking sissy collection." This startled Black Steel and his men, the latter mixed between laughter at the insult at their boss and frustration at the insult towards them. Black Steel, on the other hand was full of rage. "That's it!" The caped man shouted. "I have had enough with your obnoxiousness!" He turned to his men. "Get him."

Gajeel continued moving forward, knocking down the men that attempt to stop him, his jacket continuing to fall apart. "You claim you're a Fairy Tail Wizard." He scowled as he finally approached Black Steel, the smirk on the villain's face pushing him to anger. "Let me see your face," He launched his punch at Black Steel, his jacket ripping off to show a recognizable Fairy symbol on his left shoulder. "Well, I'm Gajeel of Fairy Tail, And I ain't seen your ugly mug before."

Levy stared in shock. "Gajeel...is a wizard… a wizard of Fairy Tail."

"Tora-san, that mark" One of Black Steel's men said to to his boss. "I think that's the real deal."

"Don't say my name you idiot!" Black Steel shouted in protest.

"Tora," Lily scowled. "There was a wizard named Tora the Eminence, who was banished out of the guild Titan's Nose."

"I've heard of that," Levy responded. "He was removed because he was using Charm magic to aid in thievery."

"I don't care what you're up too," Gajeel growled. "All I care about is that I can't let you insult Fairy Tail's name."

Tora raised his hand and from under his cape came the shards of metal from earlier, which floated and aimed towards Gajeel. "The bigger they talk…" He threw his hand down and the shards flew towards the true Fairy. "The harder they fall!"

"Gajeel!" Levy shouted in worry, but froze when she saw not only was Gajeel unharmed, but that his skin became iron scales. Many of the shards were barely piercing his skin, while two were caught with his hand and a third in his mouth. He swallowed the piece in his mouth before stuffing the other two into it. "That was some shitty tasting metal." Gajeel grinned as he wiped his mouth. "But I won't lie when I say that charged me up." Everyone stared in shock except Lily, who stated that regular alloys won't be able to pierce Gajeel's hide. "Black rugged hair…" Levy said. "Pierced skin that can become iron…"

"My turn." Gajeel separated his legs and place both of his hands into a straw position in front of his mouth. "Iron Dragon…" Visible for a few seconds was energy that surrounded him before entering him. "ROAR!" A massive channel of iron shrapnel was released through his hands, rushing towards the enemy so fast that it left rips in their clothes and new scars on their skin.

"I don't believe it," Levy finished. "Gajeel is the real Black Steel. He's Black Steel Gajeel of Fairy Tail." Gajeel didn't give a chance for Tora to recover as he launched himself at him.

"Iron lungs to propel metal at high skin," Levy analyzed as Gajeel pummeled Tora. "Iron scales so tough it's impenetrable, and iron teeth strong enough to shred iron." She turned to face Lily. "That's Slayer Magic isn't it, a type of Lost Magic that lets individuals become so close to their element that they can consume it."

"Indeed," Lily answered. "To be specified, Gajeel employs Iron Dragon Slayer Magic, an ancient magic that enables his body to take on dragon-like characteristics. It was originally a dragon counter spell; Gajeel studied this magic under Metallican."

Levy blinked in confusion. "Don't you think it's strange a dragon would teach someone the ability to kill other dragons." Lily shrugged. "A little bit, but I am sure there was a good reason."

"Listen up punk," Gajeel shouted at Tora. "Cause this here's the might of a Fairy Tail Wizard; Iron Dragon Fist!" Gajeel's hand was covered in scales before he upper cupped the Metal Make Wizard, sending the criminal blasting off. Once he disappeared Gajeel laughed.

"Ghi hi hi, that was too easy."

"I would agree," Lily deadpanned. "If there was not one minor problem." Gajeel raised his eyebrow at the Exceed. "And what the hell would that be?"

"What would that be?" Levy tried to keep her emotions in check. "How about the fact that you got too carried away and destroyed the pier!" Gajeel looked around to see the immense damage, then simply shrugged. "Hm, guess I went a little far." Lily facepalmed while Levy pulled at her hair. She was about to scream when she heard intense footsteps; rotating herself, she saw the army approaching them. Before she could say anything, she was grabbed by Gajeel and threw over his shoulder like a potato sack. Gajeel and Lily began to run away from the military, with Levy pounding on Gajeel's back demanding to be let go.

"Why am I being dragged into this?!" She shouted. "And why am I being carried like a thing?!"

"Yo Shrimp," Gajeel turned his head to face her. "Didn't you want to go to Fairy Tail?" Levy paused her rant to stare with curiosity. "Then come with us and join the guild, we could use you." The blue haired girl returned him a kind smile, both laughing as they raced towards new adventures.

 **And finished, so what did you guys think?**

 **Levy: This was a pretty good story. Not as good as when Natsu and Lu-chan meet in canon, but still amazing.**

 **Lucy: I don't know Levy-chan, I think he did a great job, he wrote you and Gajeel skillfully in character.**

 **Natsu: Yeah, he got Metal Face right, a rude jackass. *Natsu laughed***

 ***Gajeel growled.* Gajeel: Shut it Salamander. Anyway, I kinda like this shit. A story bout me, Shrimp, and my cat is gonna be a hell of a lot better than a story about Salamander, his dumb cat, and Bunny- Ow! *Levy jabbed his ribs.**

 **Levy: Stop being rude Gajeel!**

 **Natsu: What did you say Metal Face. That's it, you're gonna die. *Natsu launched himself at Gajeel, and the two began fighting. Erza was growling in irritation.***

 **Lucy: Natsu!**

 **Levy: Gajeel!**

 **Erza: Stop this foolishness, you are interrupting the hard work of the author. *Erza marched towards Natsu and Gajeel and began to pummel them.***

 **Happy: What hard work, he just copy and paste the original story.**

 **Lucy: Seriously Happy, would it kill you to be a little more polite.**

 **Pantherlily: Well, he isn't wrong.**

 **All of you be quiet. Now to the actual audience, please give good reviews and constructive criticism (And maybe a suggestion for a Beta); all flames will be fed to Natsu.**

 **Natsu: Yum! Maybe it'll be better than Bora's.**


	2. Of Dragons and Monkeys

**All right, I have decided to continue. I like to thank Tenryu no hoko, tfandanimefan, Mechanical-Rose-Sama, greekgeekspywannabe, and Dravice2025 for their review. But first some warning real quick.**

 **Gajeel: Get on with the fucking story already.**

 **Quiet, now here they are:**

 **Number 1, pairings will switch places; to be specific, characters of the same gender will have positions in their life by the current time switched. Only the main characters (And most of the time their love interests) of the show will be switched with someone else. For example, Makarov Dreyar is still the Third Master of Fairy Tail, Mavis Vermillion is still the founder of the guild, and Zeref Dragneel is still the Black Wizard.**

 **Some characters will still have attribute of their normal history, but the rest is mixed with another. For example, in this story, Levy has recently begun travelling to become stronger, but has, well, a blank slate for a new background, while Lucy has been a Fairy Tail member for at least seven years (just as Levy has in the canon)yet she has lived for years as Layla and Jude's daughter. The character's personality as a whole will remain as canon (At least by best attempts).**

 **Number 2, occasionally ages, family relations, history, and magics will be altered. This is to assist in making the plot. They will be characters that were originally slayers in the canon remaining as regular mages, while their counterparts are currently or will become slayers later in this story.**

 **An example of this is Levy. As you probably notice in the first chapter, I'm having her only able to use Solid-Script properly by using a pen because here, she's a novice, so she needs a medium to control her magic. Plus other letter mages like our enjoyable Freed of Fairy Tail and Yomazu of Grimoire Heart use mediums such as a sword for their magic anyway. Don't worry, she'll be able to do Solid-Script with only her hands later in the story.**

 **Number 3, as asked by** **Mechanical-Rose-Sama** **and by greekgeekspywannabe, they will be alterations. The main plotline will remain the same, but they will be interesting changes that could grab your attention. They might even be bonus story arcs.**

 **Alright, that's enough discussion, time to return to our regular broadcast, but first…**

 **Gajeel(bored) and Levy(excitedly): DigiXBot does not own the rights to Fairy Tail.**

 **Between Dragons and Monkeys**

In the city of Era meets the Magic Council, a group of men and women who work to maintain order within the community of mages. Currently, they were debating over a recent fiasco in, you guessed it, Hargeon.

"Those idiots at Fairy Tail did it again!" One councilor said.

"They destroyed half a harbor this time!" Another shouted.

"Eventually they could destroy an entire town." A third stated.

"Don't jinx it, it could actually happen!" Shouted a fourth.

"I don't know what the big deal is," The attention focus to a muscular councilman with blond hair and a scar over his right eye ( **Take a wild guess boys and girls).** "I happen to like those morons. There good entertainment"

"Shut your mouth!" The first councilor said. "They may be idiots but they are powerful people. Which is why they are the biggest thorn in our sides."

"We could just let them be." The blond-haired man chuckled nonchalantly to protest of his fellows. "After all, the world will be a hell of a lot more boring without them."

* * *

Meanwhile, in Magnolia, three mages were standing in front of a building with a Fairy symbol on the front.

"Wow." Levy whispered. After many months of travelling and training, she has finally arrived at her dream guild.

"Pretty awesome ain't it Shrimp." Gajeel said with a grin. Even the man's teasing couldn't snap Levy out of her state of wonder. "This here's the best guild in the whole wide world."

"You'll find it quite enjoyable." Lily added. "Though I should warn you, it could be extremely overwhelming." Levy faced the Exceed. "I think I could handle the challenge."

"Great!" Gajeel shouted with joy. He pushed open the door with immense force as he and his friends enter the guild hall. "We're back, bitches!" Lily rolled his eyes at his comrade's behavior while Levy only chuckled at his enthusiasm.

Nearly everyone turned around and cheered at the return. "Hey Gajeel," A rat-faced member said. "Glad you're-Agh!" Gajeel threw a punch at the man, causing him to fly to the other side of the room. "That's for lying about Metalicana, ya bastard!" This caused a domino effect that led to a full out brawl engulfing the residents.

Levy turned to Lily in shock and horror. "Is this what you meant by 'overwhelming?'"

"Pretty much," Lily grinned and shrugged before transforming into his battle form. "If you would excuse me." He ran into the battle with his sword pulled out. Levy tried to call him out, but she was interrupted by Gajeel's voice

"Can't believe that Metalicana wasn't there." Gajeel was releasing out his frustration on two members.

"Don't tell me you actually thought that a dragon would be a Hargeon." Approaching Gajeel was a bluish-silver haired man wearing a stylish blue-yellow outfit.

 _ **This is Lyon Vastia. While overconfident, he is a hard and skill worker, but he has a slight, or rather extreme, habit of choice.**_

Gajeel growled at his rival. "You want to go perv-sicle."

"Now that you're back, it's time we settle that match." However, there was a slight problem...

"Lyon," A scantily clad woman called out. "Your clothes." Lyon screamed when he notice that he was only in his boxers. This didn't stop Gajeel from tackling him, resulting in the two fighting full force.

"Those guys, huh," The same woman said to Levy. "Always so undignified." _**This is Cana Alberon, Fairy Tail's biggest drinker.**_ "That kinda stuff irritates me." Levy was startled when Cana lift an entire barrel of alcohol and drank directly from it.

Gajeel called out to Lyon to put on his clothes when the sound of wooden sandals grabbed their attention towards a tall, white-haired man. "All this crying and shouting before noon?" _**This is Elfman Strauss. He performs jobs that require brute force only.**_ "A man should talk with his fist!" Gajeel and Lyon just punch the man away. "Stay out of this!"

The sound of a hand hitting the table drew Levy towards a red-haired girl in armor. "Enough of this madness," She said getting up. _**This is Erza Scarlet, also known as Titania, Queen of the Fairies. She is Fairy Tail's most powerful female mage. She is also a strong follower of order.**_ "Guildmates should not waste time getting into ridiculous squabbles." Levy just blinked at the sight. "So that's the real Titania. She must be an enforcer of rules." Erza pulled out a sword from the air and then enter the fight, demanding her guildmates to calm down (Her violent nature did nothing to end the squabble).

"Oh my, how noisy." Levy turned around and saw a mage...that was just creepy to her. He was wearing a dress suit and a pair of glasses. Coming out of his hair were, oddly enough, cat ears. "These guys tend to be reckless. By the way," He grabbed her hand and kissed it, causing her to squirm. "I haven't seen you before."

"Loke," The man in the suit pulled his hand away when he heard a blond-haired girl wearing a blue-and-white waistcoat walking towards the two. "You better not be bothering her." _**This is Lucy Heartfilia, a sweet and friendly member of the guild.**_

"Not at all," Loke answered, "You know my heart belongs to you only."

Lucy just rolled her eyes. "I'm sorry about Loke," The girl said. "He tends to be a bit over eccentric… all the time." She sighed before smiling. "By the way, my names Lucy, what's yours?"

"Oh, my names Levy." She then noticed a ring of keys. "Wow, you're a Celestial Mage aren't you." Lucy smiled. "That's right, actually Loke is one of my spirits." Loke shook Levy's hand. "My name is Leo of the 12 Zodiacs, but you can call me Loke, or any name that you choose." Both girls rolled their eyes. Levy was in thought before she asked her friend. "So Lucy, um, are you and Loke dating by any chance?"

Lucy quickly shook her head. "Oh no, Loke and the others are more like family than potential dates. Plus Celestial Mages are not allowed to be in a relationship with a spirit they're in contract with."

"Yes," Loke added in dramatic sadness. "It is such a tragic fate. Even Lucy saving my life a long time ago could not convince the Celestial Spirit King to bend the rules just this once." Levy stared at Lucy in shock. "You saved the life of one the strongest Celestial Spirits?" She asked in wonder. The blond-haired girl rubbed the back of her head in embarrassment. "It's kind of a long story."

"I could explain it to you," Loke said to Levy. "Over dinner, of course ." Suddenly two figures crashed into Loke, startling everyone there. "Loke!" Lucy shouted in concern. "Are you okay."

"I'm fine," He moaned. "I'll.. just head back…" He then vanished back to the Spirit Realm while the two figures, one with orange hair and a tall, furry hat and the other with black hair in an odd style, got up. "We need to get up Droy," The orange haired man said to his companion. "We can't just back down."

 _ **These two are Jet and Droy of Team Shadow Gear… there's not much to say about them.**_

"Alright already, I'm up." Droy said. Both individuals stop bickering when they saw Levy.

"Hi there." They said. The four just stood there before the orange-haired boy spoke. "Name's Jet, and this is my buddy Droy. What's your name?"

"My names Levy." The Solid Script mage answered nervously. "So how come-"

"Oi Jet," Droy interrupted. "We need to get back in."

"You're right," His friend agree. "Sorry Levy, but we have to go." The two men ran off back into the fight, leaving the two girls in confusion, Levy herself more so. "Okay…"

"Don't mind them," The two revolved and faced a girl with short white hair. "They're actually quite fun to hang with," She spoked to the blue-haired rookie. "You know, once they calmed down." She added with a chuckle.

 _ **This is Lisanna Strauss, one of Fairy Tail's kindest members. She helps maintain the guild as the head of the bar. She also works part-time as a famous model.**_

"Oh wow," Levy said in awe. "Your Lisanna Strauss. I've seen your photo shoots." She blushed. "Not in a perverted way, just in, you know, admiration, um, do you know if this fight will end, or if we have to stop them?" She was now rambling in crazy. The two other girls just laughed, but not in a cruel way, as the Solid Script mage observed, more in a kindhearted manner.

"Don't worry about it," Lisanna stated. "This happens all the time."

"The first Fairy Tail brawls one experiences are always frightening," Lucy said. "But you learn to adjust."

"Usually it's best to be observant of what happens in every direction." Lisanna added, who then ducked as a random bottle flew from behind her. "So it's best not to interfere."

"Wow," Levy said. "That was impressive, and helpful."

"It is," The white-haired girl frowned. "Speaking of which." She then pushed Levy and Lucy to the ground before Elfman crashed into her and both landed onto a wall. Both girls could only stare in horror.

"Don't worry," Lisanna said reassuringly. "I'll be okay." She then pass out. "Ahh, Lisanna!" Levy screamed in shock at her new friend's fate.

"Oh Lisanna-chan," Lucy said. "We better get her brother of her Le-Levy?" She turned and saw Levy trying to back into a wall. "Um okay, I'll just wake those two up." She then walked over to the two Strauss siblings.

Meanwhile Levy was in panic. _They said that Fairy Tail would be overwhelming._ She thought. _They never said this was mad house! This can't get any worse._ She was proven wrong with the incident in front of her.

The silver-haired mage Lyon was completely naked. How did this happen, let's just say a certain Dragon Slayer stole his underwear.

"Gajeel, you maniac, give me back my boxers!"

"Ghi hi hi!" The said slayer was twirling his rival's underwear on his finger

Levy could only screamed in the sight, causing Lyon to turn to her.

"Miss, if you don't mind," He began to ask. "Could you please lend me your under-" Levy quickly wrote B-A-T with her pen and swung the new object at the exhibitionist. "Like I would!" The next thing she knew lifted off the ground by two familiar mages…

"Don't worry Levy," Jet said. "I'll protect you."

"No," Droy protested. " _I'll_ protect you." Before the two could argue over who will protect Levy, they were punched out of the way by another mage, causing Levy to fall to the floor unceremoniously.

"Enough arguing!" Elfman, who apparently woke up from the crash and got off his sister, shouted. "Real men talk with their-" He was interrupted by a punch from Gajeel. "Shut up already!"

"This place… is insane." Levy stated. Meanwhile Elfman was flying from the punch from Gajeel and he end up crashing into Cana's barrel (Who jumped out of the way) and another table where a slice of strawberry cheesecake was resting, at least until it was crushed under Elfman's weight.

"My brandy!" Cana shouted.

"My cake!" Erza shouted. She growled as magic energy surrounded her left hand, "That is enough! If you won't listen to reason, then I'll have to use full force!"

Cana lifted up a set of cards, all of them glowing. "What, I can't drink in peace here, guess I'll have to end this."

Lyon raised one of hands, the air around becoming colder. Elfman lifted one of his arms, transforming it into stone. Jet was in a running start, while Droy's hands were both filled with seeds. Gajeel crashed his fist together, both becoming iron covered. "Come and get me, ya bastards!" He yelled.

"They're going to fight with magic!" Levy was now paralyzed. If a regular brawl could cause this much damage, one with magic will destroy the entire building.

"Hmm," Lily said. He had just finished fighting and was now in his smaller form. "The fight seems to be going a bit too far.

"Ya think!" Suddenly a large foot stepped into the hall and ended the battle.

"That's enough!" A monstrous voice came from the foot's body, covered in shadows and was almost as tall as the guild hall. Levy could only stand in fear at the sight. "Stop fighting you brats!"

"Master, you're back." Lucy waved at the giant. Levy stared in shock. That giant was their guild master. Everyone else ended their combats, irritation at the opponents still present in their expression. Well, almost everyone...

"Ghi hi hi hi!" Gajeel laughed, not knowing who was behind him. "You're all stared stiff. Guess I'm the champ-" The Dragon Slayer was interrupted when the giant landed his fist on him. The giant then spotted Levy. "A newcomer, huh." This filled Levy with even more fear. To her surprise he started shrinking, eventually revealing himself as a short old man.

 _He's short._ Levy thought. The old man greeted Levy. "Nice to meet you kid. My name is Makarov Dreyar." He held out of his hand, to which Levy shook it in politeness. _He seems like really nice guy._

"Great to see you again master," Lisanna said coming forward, apparently have recovered from the collision. "How was the meeting?"

Makarov shook his head. "Not well, speaking of which." He backflipped towards the second floor, however, he end up crashing into the railings. Nevertheless, he straighten himself then stood onto it.

"Listen up you brats, you've gone and done it, look at all the paperwork the council sent me. All complaints." He then listen all the problems the guildmate were responsible for.

"Lyon, you're stripping is a real problem, you stole a pair of underwear after you realize you walked around completely naked!"

"Elfman, you shouldn't attack the man you were hired to _protect_ over some disagreement."

"Cana, quit ordering 15 barrels of alcohol through the council."

"Loke, if you're still here, stop flirting with the daughters of council. Lucy, keep that spirit's sex drive under control."

"Erza, stop knocking out people who won't answer your question fast enough, and no, I will not punch you in retribution."

After reading many complaints of most of the guild members, he turned to the Dragon Slayer still on the floor. "And Gajeel, just this week, you destroyed 7 private homes, a historic clock tower, a church, and, just recently, half of the Hargeon port." Gajeel just grumbled in response.

"The council members are furious this time," Now the members of the guild carried an aura of guilt upon them. "However," He set the list on fire. "Screw the council!"

Everyone stared at him in shock as he stood tall. "Listen up! Magic is an unreasonable power, but it is born from reason. It is not some miraculous ability; it is the combination of the spirit that flows within us with the spirit that flows within nature itself, incarnated into physical form! It takes a strong mind and focus. In fact, magic is the pouring out of one's entire soul. One cannot progress in the way of magic by being mindful of the watchful eyes from above. Be not afraid of those fools on the Council and follow the oath you believe in! That's what it means to be a Fairy Tail wizard!" At this, everyone cheered in enthusiasm, a sense of unity and wonder filling everyone now.

Makarov jump of the railing, and he was about to find a corner away from his children, then cry in private about the lost of money paying for damage expense, when a voice called out to him. "Master?" Turning around he saw Lisanna and the new blue-haired girl.

"Ah, Lisanna-chan, who's this young lass."

"This is Levy." Said girl smiled nervously. "Um, hi. I would like to join, please." The older man smiled.

"Welcome then," Makarov replied. "There's just two things we need to know," Levy stared worryingly. "What color you want your guild mark in, and where do you want it?" The blue-haired girl smiled in excitement.

Meanwhile Gajeel and Lily were at the mission board, attempting to find a good job. "What about this one?" Lily asked as he flew up and grabbed one of the requests. "This one has both a strong challenge and a high pay."

"Maybe." Gajeel said.

"Guys!" Both turned around and saw Levy running towards them. "I've finally joined." She turned around and slightly pulled down the back of her shirt, revealing a blue Fairy Tail logo on her left shoulder mark. "I even have the mark."

"Congratulations Levy." Lily smiled.

"Yeah, whatever Shrimp." Gajeel shrugged before facing the board once more. Levy scowled.

"It's Levy. Are you ever going to call me by my real name?"

"Nah." Gajeel shrugged. Before she could say anything else, a young voice interrupted them.

"Isn't my dad back yet?" Talking to Makarov, who was sitting on the bar table, was a young boy with black hair and red eyes.

"Would you be patient Ryos," Makarov replied. "Your father will be back when he's finished with that job request he took."

"But he said he'll be back in three days," The boy protested. "And it's been more than a week."

"Would you calm down. You're the son of a Fairy Tail wizard. You shouldn't be be crying over such a matter. Just go drink a cup of milk or something."

Being upset, Ryos punched the old guild master in the face, before running out the building with tears in his eyes. Levy could only watch in concern.

"I know master seems harsh," Levy turned to see Lisanna talking to her. "But he really is worried about Ryos's father."

*Crash!* Both girls saw Gajeel punching the request board. He growled before he walked out of the guild building with Lily following.

"Master," A tanned-skin man wearing a vest spoked. "You know he's going after Macao."

Makarov sighed. "He is allowed to make his own choices, Nab."

Levy turned to her new friend. "Gajeel's really worried about that man, isn't he?"

"It's more than that," Lisanna replied. "He doesn't want Ryos to go what he went through." Levy stared in confusion, leading to the white-haired girl to explain more. Afterwards, Levy knew what she had to do.

* * *

Minutes latter, Gajeel, Levy, and Lily were in a carriage. Gajeel himself was facing motion sickness. Between moments of pain, he faced Levy, who was staring at Gajeel.

"Why ya decided to come Shrimp?"

Levy was a bit startled by the question, but she responded, "I figure you might need help getting here, given your problem with transportation."

Gajeel attempted to protest that he doesn't need help, but he stopped when he felt sickness consume him once more. Lily raised an eyebrow, suspecting the true reason the Solid Script mage came. Levy meanwhile was thinking to what Lisanna told her earlier…

* * *

" _Gajeel may seem invulnerable, but like the rest of us, he carries old scars." She sighed. "When he was young, he was taken in by a dragon by Metalicana. He taught Gajeel how to read and speak and write, and eventually how to use magic. Gajeel never said anything, but he obviously saw him as a father figure, despite the species difference. However, one day Metalicana just vanished, leaving Gajeel behind."_

 _Levy had a face of soleem. "It must have took a heavy toll on him."_

" _It has. That's why he's going to save Macao, he doesn't want Ryos to face the same pain that he did." Lisanna turned to Levy. "Can I ask you something?" Levy nodded. "Please keep an eye on Gajeel for all of us." This startled the blue-haired mage, causing Lisanna to laugh a little. "He may want everyone to think he's tough and scary, but deep down that burden will consume him. He may have Lily, but he needs all the friends he can find to stand strong."_

* * *

Her train of thought was interrupted was interrupted when they reached the base of Mount Hakobe. Witnessing the blizzard above her, she face-palmed herself, angered that she forgot the frigid climate at the peak. She regretted her lack of preparation as the three climbed up the mountain.

"It's freezing." She grumbles, even though she was wrapped in a blanket.

"That's cause your lightly dressed." Gajeel stated. "Didn't ya think to dress warmly?"

"Aren't you as well?!" She protested. Levy groaned and pulled out her pen. "Solid Script: Warmth!" The letters dissipated into energy and surrounded the girl. "Ah, that's better. So what kind of job was Macao-San doing here?"

"He came to defeat the atrocious monsters, the Vulcans." Lily answered.

"Quiet." Gajeel stated, "I got a scent." He lead the two towards a cave. "Yo, Macao!" He yelled. "Where the hell are ya!" He stopped, then suddenly tackled Levy and Lily to the ground, avoiding a large snowball thrown at them. The dragon-slayer slayer growled at the thrower, a large white and black primate.

"That's the Vulcan?" Levy asked as she got up.

"Indeed." Lily responded. The Vulcan howled and pointed at Levy. "You are a human woman."

Levy hid behind Gajeel. "Great, we had to face off against another pervert."

As the Vulcan ran towards the blue-haired girl, Gajeel launched forward and punched the beast towards the wall. "Damn monkey!" The dragon-slayer growled. "Where's Macao?"

The Vulcan blinked. "Ma...cao."

"Yes Macao, he's a human dude." Gajeel rose his hand in the air. "About yea high, a flame mage, and a real pervert. Ya saw him or not?" The monkey blinked before pointing at a small opening towards outside. "The monkey understood!" Gajeel walked towards the wall excitedly, but Lily sweat-dropped. "Gajeel, I don't think that is wise."

"Relax, cat." He replied nonchalantly. "I have this." As he looked out the gap, the Vulcan creeped towards him until…

"Gajeel, behind you!" Levy shouted. But it was too late as the Vulcan pushed Gajeel out of the hole. "Monkeeeeeey!"

Lily sighed. "I will go after him." Before Levy could protest, Lily nimbly flew past the Vulcan out of the hole, leaving the Solid Script Mage alone. "Did they had to leave me behind?" She shouted.

As the monster stared lecherously at her, she pulled out her pen and stood in a battle pose. "Can't freak out now. Solid Script: Sandstorm!" With a flick of her pen, the newly created letters dissolved into sand and blasted at the Vulcan at full force. Now the beast growled in anger. With it rushing towards her, she rolled away to the left, causing it to land in front of the entrance. "Solid Script: Lighting!" The word crackled as it bolted towards the Vulcan. However-

"Fuck you monkey!" Gajeel shouted as Lily was carrying him while flying into the cave. "Ya gonna-" He was interrupted when the lighting struck the two and blasted them towards the Vulcan. The second crash cause the two to lose their own momentum, but that was given to the Vulcan, who slammed into the cave's wall.

"Oh my gosh!" Levy shouted. "Are you guys ok-wait." Her curiosity suddenly got the better of her. "How are you able to fly with Lily. I thought you can't handle modes of transportation."

Gajeel stared gobsmacked at her. "What is wrong with you?! First ya blast me and my cat with lighting, then ya call him a vehicle!" This startled and embarrassed the Solid Script mage. "Sorry." She said meekly

"You do remember I'm technically an Exceed, right." Lily said as he got up.

The Vulcan roared and grab some ice shards from the ceiling. Gajeel got up and faced him. "Listen, every Fairy Tail member is important ta me. The old man, Tatina, Bunny Girl, Cat-Ears, the drunk, even those annoying Perv-sicle and Elfboy. Lily and Levy too. All of them are my nakamas. By all that crap, I ain't lettin ya get away with taking Macao from us." He stood confidently with a fierce scowl. "I'm taking ya down hard. Iron Dragon Club!" his right arm turned into a metal club, which expanded rapidly towards the monster, slamming it to the wall once more. The Vulcan growled, but it then grinned when he examined the rubble. Getting up, it out of the pile a double-blade ax, weathered with age.

"What the hell an ax is doing here?" Gajeel shouted. Lily pulled out his sword and transformed into battle form. "That must be from an ancient battle that took place centuries ago."

"Guys," Both warriors turned to Levy. "I have a plan." Gajeel grinned. "Ghi hi, explain away Shrimp." She explained quickly, and the two nodded with understanding.

The Vulcan roared and launched itself at them, forcing the three to roll away. Lily flew forward and slashed at the beast with his sword. The Vulcan manage to block it with his ax, however…

"Iron Dragon Sword!" Gajeel's arm became a large sword bordered with teeth, and it slammed hard against the ax. The Vulcan was pushed back, attempting to both attack and defend against the two swords. Suddenly a voice cried out, "Solid Script: Tar!" and its feet was trapped in the black substance. In anger, it threw the ax at Levy, but Gajeel leaped in front of her. His arm-sword vibrated, mimicking a chainsaw, then sliced the flying ax in half, each side crashing into the wall. The Vulcan paled as Gajeel smirked. "My turn. Iron Dragon Hard Fist." Gajeel's arm-sword reverted back into a scale-covered hand, and he then punched the Vulcan with enough force to separate it from the tar and crash into a wall, completely unconscious.

"Ghi hi hi!" Gajeel laughed. "That plan was badass, Shrimp. I really owe you one."

"Would that mean you can stop calling me by that term." Levy gritted her teeth. Gajeel raised his finger to his chin in an act of deep thought, before shrugging. "Nah." Levy sighed in irritation. Suddenly a flash of light grabbed their attention. Now in the Vulcan's place was a man with dark-violet hair. "Is that..." Levy asked.

"It's Macao!" Gajeel shouted. "The bastard was the Vulcan the entire time!"

"The creature must have used take-over magic," Lily pondered. "When it was defeated it was forced to leave his body."

The man known as Macao, got up and groaned. "You guys... saved me." Now his face was full of solemn. "I'm pitiful," He stated. "I was able to take down 19 of those monster, but the 20th used take-over on me at the last minute." Levy was shocked at the accomplishment. "How can I face Ryos after all that."

"That is not true," Lily protested. "You managed to stop a large majority of them from becoming a threat to the villages at the base of the mountain."

"Yeah," Gajeel added. "Any run of the mill wizard would have lost at the 3rd Vulcan, a real wimp by the 2nd at least." He walked over and pulled the fire mage to his feet. "Come on already, your kid is waiting." Macao smiled and nodded, and the four left off the mountain.

* * *

Back at Magnolia, a certain black-haired boy was crying outside the guildhall. While many thought that this was mainly because his father was missing, most of the sadness was occurring over guilt.

At school, he was constantly made fun of not only of his normally quiet nature but also of his father. His classmates continuously called Fairy Tail wizards, and in extension his dad, idiotic drunkards. Filled with frustration, Ryos pleaded his father to complete a job, and Macao happily complied. So now the young boy felt responsible for the fate of his dad.

Approaching footsteps grabbed his attention, and joy filled his face as he saw his father. He quickly ran towards Macao and both hugged each other tightly, making sure that this is real.

"Dad," Ryos cried. "I'm so sorry."

"I'm sorry I made you worried." Macao replied. Ryos smiled. "It's okay. I'm the son of a wizard."

"Hey Ryos," Macao smiled. "If any of those bullies ever tease you again, ask if any of their dads have taken down 19 Vulcans, because yours had." The two laughed as they walked home.

"Gajeel-nii, Lily-san!" Ryos shouted back at them. "Thanks you." Lily smiled back while Gajeel turned away in embarrassment. "It-it was nothing." He grumbled.

"And thank you, Levy-nee." Levy blushed at the gratitude.

 _In just two days,_ She thought. _I meet a Dragon-Slayer and an Exceed, took down a slave ring, joined my dream guild, and save a nakama's life. Fairy Tail is a loud and reckless guild, but it also a large family that watches out for each other. I may be a novice mage, but I already love this guild._

 **And scene. Now that this chapter is over, I obviously have a couple questions to answer.**

 **Macao: Here's one you can start with. Why the hell you replaced Romeo with a random stranger?!**

 **Rogue: ...I am here you know. And why am I a six year old? I am pretty sure I was older than that by the year x784.**

 **Loke: I am curious on how I'm already contracted with Lucy, not that I don't mind. *Loke grinned* Though I want to know why I can't date Lucy.**

 **Lissana: Wasn't I in Edolas at this point?**

 **Gray: Forget that, why did you replace me with Lyon of all people.**

 **Lyon *With smugness* : Obviously it is because I am the superior ice mage.**

 **Given that fact that not only Gray is an Ice Devil Slayer, plus he handed your ass** _ **twice, before**_ **gaining Slayer magic, I am confident Gray is better. And I didn't replace Gray with Lyon, I** _ **switched**_ **them. I wanted the chance to explore his personality.**

 **Gray: What, the fact he's a cocky douche.**

 **Lyon: Listen you-**

 ***Juvia was crying* Juvia: Wahhh! Gray-sama has been switched with Lyon-sama, now Juvia will be stuck with him. Why would author-sama do this. Does he want Gray-sama with a love-rival. Or is he a love-rival HIMSELF!**

 **...First off, I am a Gruvia shipper. You two will get together.**

 ***Juvia cheered* Gray: Oh come on!**

 **Erza: Excellent decision.**

 **Second, I am heterosexual, so I am not one of your imaginary love-rivals. Third, as said before,** _ **pairings**_ **are going to be switch. Juvia's position will be taken by a girl I have selected as Lyon's love interest. Who it is you must wait and see.**

 **For the next question, yes I have brought Lisanna here. She did not end up in Edolas.**

 **Elfman: That is manly!**

 **The same event** _ **did**_ **happen, just with a different outcome.**

 ***Elfman paled* Elfman: Not manly.**

 **This is to prepare a soon to appear major character. I'm sure by now you can guess who she is.**

 **Third question, I decided to give Lucy all the spirits she had by the end of the Oracion Seis arc, so I don't have to work on how she gets them. I removed or altered most Celestial Wizard related events because honestly, why would a Solid Script mage be randomly involved in that. Only a few crucial to the overall plot such as the Eclipse Gate will be kept.**

 **And as to why Loke can't date Lucy. There are a couple of mentions in fan fictions that Celestial spirits can't be in a relationship with who they are contracted with. I can't tell if it was in the manga or is a fan idea, but I'm keeping it anyway. Besides, I've already have a pairing in mind.**

 **Mira: I can sense the Nalu already. *Mira, Levy, and Lisanna shriek with joy. Lucy blushes with embarrassment. Natsu scratches his head in confusion***

 **Happy: They liiiike each other, just as Gajeel and Levy liiiike each other.**

 **Lucy, Levy, and Gajeel: Shut up, Happy!**

 **Natsu: What's Nalu, is it a type of food?**

 **And to the first two questions, yes I am switching Rogue and Romeo, since they both worship Gajeel and Natsu respectively. Rogue will have Romeo's position; he will be the six-year old Ryos Conbolt, the son of the Fairy Tail wizard Macao Conbolt that looks up to the Dragon Slayer Gajeel Redfox .**

 **Gajeel: Ghi hi, I get my own sidekick.**

 **Actually you get a fanboy. He's more of a more creepy version of Romeo.**

 **Rogue: Again, I am right here. Honestly, I can see this not ending well.**

 **Frosch: Fro thinks so too.**

 **Levy: When did he get here?**

 **Rogue: Where I go, Frosch will go. *Faces author menacingly* Frosch will be appearing in this story, correct.**

 **Um, yeah, of course he'll be here.**

 **Alright that's enough answering, is everyone happy now?**

 **Macao: I'm not!**

 **Quiet you. Please leave helpful and considerate reviews. All flames will be feed to Natsu.**

 **Natsu: I'm all fired up.**

 **Gajeel: You're not even in the story yet! Mavis, you're a moron.**

 **Frosch: Fro thinks so too.**


	3. Infiltrating Everlue Mansion

**Okay boys and girls, here's the next chapter. Just want to let you know that new chapters will come every or every other Wednesday. This Wednesday I published two chapters of the Daybreak arc.**

 **I like to thank tfandanimefan and** **DeAmonQuEen** **for the reviews for chapter 2.**

 **Tfandanimefan, I'm glad you found Levy as sweet as I wrote her.**

 **DeAmonQuEen, glad that you enjoyed my story, and you saw it as more than a retelling. When writing this fic, I try to make a majority of characters as in-character as canon as possible. I must warn you a few characters will have different personalities compared to present Fairy Tail, but that is due to the history I have wrote for them. And yes, the commentary will be present for each chapter. It's my way of seeing how the canon-versions will react to this idea. They'll be a mix of appreciation and disdain from them.**

 **Also I recommend you read "A Different Tail," by Tenryu no hoko, one of my favorite authors. Just like this story focuses on Gajeel and Levy, it has Natsu and Lucy switched with Wendy and Romeo respectively. You should check it out, as well as his other stories. They are awesome. Anyway, it's time to start this.**

 **Gajeel: Finally, took you long enough.**

 **Do you have an off switch?**

 **Gajeel: Yeah, it's next to the prostate, or is that the on switch, Ghi hi hi.**

 **Levy *Rolls her eyes* :Seriously Gajeel, now you're ripping off Deadpool.**

 **Well you can't blame him, it was an awesome movie. Anyway, here's the next chapter. Could you two…**

 **Gajeel and Levy: DigiXBot does not own the right to Fairy Tail.**

 **Infiltrating Everlue Mansion**

A cool breeze entered through the window into an apartment. The breeze awoken a petite blue-haired girl, who then stretched her arms to remove the remaining fatigue.

 _My name is Levy McGarden. I am a Solid Script Mage, and I live in the town of Magnolia, where magic has played a huge role in its history. If Kardia Cathedral, the tallest structure in the town, was removed, you could see Fairy Tail, Magnolia's only magic guild._

Levy got out of her bed, before walking towards the bathroom. After undressing, she entered the shower.

 _I found a nice apartment here on Strawberry Lane. It's a spacious room with comfortable furniture, for the rent of 70,000 jewels._

Once finished, she exited with her body and hair dripping wet. She wrapped a towel around her small frame before exiting the room. Her living room was a warm place, containing a central couch and three large bookshelves.

 _Here I can easily recollect all the excitement over the last few weeks. It's a blessing to think quietly without worrying about-_

"Yo, Shrimp!" To Levy's shock, Gajeel Redfox was sitting on the couch in her living room, which was now a pigsty thanks to the wrappers thrown around. He sat as if he own the apartment, with his legs on the coffee table.

"My apartment!"Levy shouted, then she growled. "Gajeel!" With an unpredicted power she kicked the dragon slayer into the wall. "Why are you here?"

"Aw, come on Shrimp," Gajeel protested as he got up from the impact. "We only came to help you move in."

"How does causing a mess help me move in?" Levy questioned with her hands on her hips. "And what do you mean by we?"

"Levy," To her surprise, she saw Pantherlily exiting the kitchen. "You have no kiwis at all in the kitchen. That is something you need to rectify immediately." ( **This one was from Tales of Fairies Chapter 17** )Levy pulled at her hair, those two didn't even feel ashamed that they invaded her home.

"Hey Shrimp," Levy turned and saw Gajeel attempting to read one of her books. "I think you got ripped off. I can't even read this." She marched over and snatched the book out of his hands. "This one is in an ancient language, of course you can't read it!" She sighed. "Just don't make any more messes until I get ready." She walked towards her bedroom, but before closing the door… "And clean up this mess!"

When she returned fully clothed, she saw Gajeel and Lily drinking the tea from her kitchen. Surprisingly, they manage to remove the mess Gajeel has made. After sighing, she faced the two. "Alright, if you want to help, then you can help me put away my books."

"No problem," Gajeel shrugged. "Though why you even have so many in the first place, and how'd ya kept them all." Sure enough, they were 6 medium-size boxes completely filled with books. Levy rubbed the back of my head. "I kept them in a requip space whenever I was travelling, sometimes adding more."

The three then placed each book into the shelves, with Levy and Lily having to resort the books Gajeel place in randomly for the first few minutes before he figured the proper place. "You have a large variety of novels in place." Lily stated as he placed 'The Talents of Take-Over' into the center shelf while he kept 'Molder Magic: Wielding the Elements' and 'Lost Magic: Secrets of Zeref's Time' within his arms. "You're definitely a curious girl." Levy chuckled. "I like to keep tab of different types of magics, especially rare ones."

"So is that how ya knew I was a slayer?" Gajeel grunted as he placed 'The Celestial Secret' away.

"Pretty much, but I only know enough to identify it." Levy answered, placing 'The Second Trade War' in the leftmost shelf. "Nearly all the scholars I read about only repeated historic references on Dragon and God Slayers, and the rumors of Devil Slayers. Most of them are rumors of course, and many were subjected to exaggeration, so they're not much accuracy in them as there would be with meeting a real slayer." She faced Lily as he was placing two more books in their proper place.

"So what exactly is your magic anyway Shrimp?" Gajeel asked. Levy growled at the nickname, but she answered anyway.

"I use Solid-Script Magic, which itself is a type of Letter Magic. Letter Magic works by utilizing magic in the form of written words. My own type has the ability of generating autological, physical words, meaning they have the same properties of the object the word describes."

"Hm," Lily pondered. "The ability to generate a majority of objects, an impressive and skilled magic."

"So why ya need a pen to write those words," Gajeel asked Levy. "Can't you just write it with your fingers or something?"

"Well, no," She answered. "Letter magic requires a balance of seriousness and creativity, often that balance is extremely rare for wizards." For a second she thought of an old memory, before pulling out her pen from her belt, then twirling it. "That's why almost all of them use a medium like this one to perform spells. Most just use everyday objects like pencils, but powerful ones need special objects imbued with magic."

"And I suppose that you yourself are powerful," Lily smirked "given that I sense a hidden amount of magic within that pen."

Levy appeared nervous for a bit, then demonstrated strong confidence. "You bet I am, I've spent some time becoming more proficient so I join Fairy Tail."

"That's settles it!" Gajeel grinned as he pounded his hands together in excitement. "Let's form a team!"

"Huh? You guys want to work with me."

"Correct. Teams are formed since wizards of different abilities can work together to solve more difficult problems." Lily explained. "Given how helpful for us you were against the Vulcan, we find it beneficial to work alongside you in future quests. This is actually the second reason we have come today."

"Well…" Levy thought it over before nodding. "Alright, I'll join you guys on a job."

"Great!" Gajeel shouted as he ruffled his shirt. "I've already got us one." He pulled out a job request sheet before handing it to Levy.

"Wow, that was fast." Levy stated before reading the request. "Location: Shirotshume Town. Will pay 200,000 jewel to have book stolen from a mansion owned by a man, Duke Everlue. Seems pretty reasonable." She did not notice the evil glint in the Dragon Slayer's eyes. "Oh wait, there's more. Caution: Everlue is a dirty old pervert... who is currently looking for a blue-haired maid!" Levy shouted as Gajeel struggled to hold his laugh while Lily tried to keep a straight face. "Are you kidding me?!"

"What," Gajeel said with a smirk. "You're the only girl with blue hair we know. All ya have to do is wear a sexy maid dress." Levy responded by slamming a book on Gajeel's head.

"Ugh!" She growled. "Stupid Gajeel."

* * *

Back at the guild hall, Lucy stood before the guild board. "So someone take that 200,000 job already?" She asked disappointedly.

"Yes, actually Gajeel asked Levy to work with him alongside that job." Lisanna answered.

"Aw, that's what I get for hesitating." Lucy smiled. "But still, Gajeel and Levy, kind of a strange team up."

"They managed to accomplish many tasks already," Erza stated as she walked towards them."such as defeating the false Black Steel and rescuing Macao. It's probably for the best you did not accept that job, Lucy."

"What do you mean?"

"I've just discussed it with master. Apparently just after Gajeel accepted the task but before the confirmation was sent to the client the reward was increased to 2 million." The other two girls stared in shock.

"Wait, so that new girl Levy willingly went on a job with Metal Face?" Lyon asked. "How did he of all people convinced her?" The girls didn't answer, mainly because they were staring at him like he was picking his nose. "What?"

"Lyon," Erza growled. "Your clothes." Before the silver-haired mage could scream he was punched by the knight. Leading to the 26th guild brawl that week (And it was only Tuesday).

* * *

"I can't believe you talked me into this." Levy grumbled as the three were riding a carriage to the job.

"You do not have to worry, Levy," Lily said as he sharpened his sword. "We will protect you if Everlue acts dishonorably towards you." Gajeel moaned in agreement.

"Thanks guys," Levy sighed. "So why did you pick me anyway?"

"Cause you're a good person." Gajeel groaned, causing Levy to blush. "Well, alright then, then I'll do my best!" She threw her fist in the air in excitement.

The carriage stopped at Shirotshume and the three got out. Gajeel stomach growled. "Ugh, all that vehicle riding gave me an appetite," Gajeel complained. "I really need some grub."

"I'm guessing you can't eat your own metal to sustain you." Levy joked. Gajeel blinked in amazement. "Huh, that's right. Most morons always ask me that." He stated. "That be like you eating your words, literally."

"Well, it makes sense," Levy responded. "The laws of thermodynamics would prevent any gain from eating metal that you created. Some of the energy you used to create the metal is lost in other forms such as light, heat, or sound, so you won't be able to get the same amount of energy from that metal that you- are you even listening?" She questioned as Gajeel had a blank look on his face. "Huh, sorry, I stopped listening after you said thermos-dynamite."

"I didn't say thermos-dynamite, I said- oh. never mind." She pinched her forehead. "I need to get ready for the job, you guys go on ahead; make sure you save me a plate." She said as she waved and ran off.

Gajeel blinked in confusion. "What the hell was that about?" Lily just chuckled. "Gajeel, you have a lot to learn about women." "Ah, shut it cat!"

The two went into the restaurant and order their meals. Gajeel was eating steak, spinach, and the silverware, while Lily was eating chicken. They were interrupted when they heard Levy's voice.

"Tada!" Levy was now wearing a maid uniform that consisted of a short black dress that hugged her figure and showed some legs and cleavage, a white apron over that, a white headband on her head, white stockings, and two-inch black heels. "I thought I can dress up for the part. What do you guys think?"

Both warriors blinked in confusion before turning away. "I can't believe she actually did that." Lily whispered.

"Maybe it's not too late to say I was joking." Gajeel whispered.

"You know I can hear you, right." Levy deadpanned.

* * *

Much latter the three were in a mansion where they were sitting down on a couch. In front of them was the client and his wife.

"I am glad that you three came," The client said. "My name is Kaby Melon." He had grey hair and a handlebar moustache. Levy couldn't help but think that the client's last name was familiar.

"It would not be too much trouble," Lily asked. "Could you please explain more on the job?"

"Of course. The job is that you must infiltrate Everlue Mansion and then locate the only copy of the book 'Daybreak.' Once you have, it must be incinerated quickly."

"Why do you want us to destroy the novel?" Levy asked. "It would be better to understand why."

Kaby sighed, a solemn expression covering him. "It just has to be destroyed, by any means necessary."

Levy decided not to pry for more information. Gajeel stood up. "We'll make sure that book is checking in the big library in the sky ASAP. You can bet that 200,000 Jewel reward on us."

"Actually," Kaby stated with confusion. "I raised the reward to 2 million Jewels. Were you not aware?" The shock expression of the three mages answered that question. "2 MILLION!"

"That is significantly more than the previous value." Lily paled.

"Two million," Gajeel shouted. "But divided by three that's. I can't figure it out!" He snapped his fingers. "Wait, I got it, I get a million, Lily gets a million, and the Shrimp get's the rest."

"That's not even correct!" Levy shouted. "I don't even get anything left after that split!"

* * *

Much later, after much discussion over how to split the reward, the three arrived at Everlue Mansion. Levy was standing in front of the gate, while Gajeel and Lily were hiding in a bush behind her. Levy walked forward and place her hand on a communication lacrima embedded on the side of the gate.

"Excuse me," Levy spoke to the lacrima. "I am here for the maid-application."

"Just wait," A voice similar to clawing a chalkboard said. "The master will be there soon."

"You got this, shortie!" Gajeel yelled. Levy shushed him. _Just stay calm,_ Levy thought. _All I have to do is get hired, then assigned to his library. I find the book, then destroy it._ While she felt guilty of destroying a piece of literature, the expression of Kady during the discussion and the notion of the reward persuaded her. Suddenly the ground crack, and out popped a short, chubby old man. "Boyoyo, did you call me?" He said as he twirled his mustache. "You must be the new maid."

 _He's giving me goosebumps._ Levy thought as the man examined her. Suddenly the man turned away. "Nope, rejected! Go home, ugly." An expression of shock covered Levy. "Rejected! Ugly!"

"Why of course," Everlue said. "A person of my magnificent can only have the most beautiful women in the world." Suddenly four maids popped out of the ground, all gruesome in appearance. They gave their thanks to his compliment while doing super-model poses, which almost cause Gajeel and Lily to lose their lunch. Levy was now paralyzed, but not because of wounded pride, but because of horror.

"Now," Everlue said as he grabbed Levy, "Go home, ugly." He then threw the girl into the bush that the other two mages were in, causing them to collide. The man did not hear the commotion, and he and his maids dug underground.

After they left. The three mages got out of the bush. "Ugh!" Levy growled. "I can't believe that pervert called me ugly!"

"In hindsight, his taste was much different from the norm," Lily depanned. "A disturbing difference."

"Whelp, that plan was useless," Gajeel said. "So now it's time for plan T."

"Plan T," Levy questioned.

"Take them fucking head on! We go in full force, beat up every bastard inside, find the book, and set the entire mansion on fire."

Levy stared at him like he was a madman. "Or we could just sneak into the mansion." Lily suggested.

Meanwhile, a crystal ball with a wolf logo was watching them from atop the tree. The footage was sent to Everlue inside the mansion, who was watching with two silhouettes.

"So, Fairy Tail sent their wizards here," Everlue said. He turned to one of the shadows. "I have dealt with other wizards before, but I brought you here to end this. Make sure you make the killing entertaining."

* * *

At the top of the mansion, Lily was able to drop Gajeel and Levy onto the roof. Levy herself has changed into her regular clothes. Using his small sword, Lily carefully cut out a hole in one of the windows big enough for the three to get in.

Gajeel groaned as the three explored the mansion's hallway. "I still think my plan is better." Levy scowled. "If we do that, we'll be arrested for property damage. Just pretend you are a ninja, sneaking in for the kill."

"Nah, ninjas are overrated, samurais are cooler."

"Just be quiet."

"I believe the cost is clear, " Lily whispered as he checked past a corner. Suddenly the alarm rang. They looked past the corner and saw the four maids running towards them. "Intruder alert!"

"Samurai Attack!" Gajeel transformed his arm into a sword and swung away two maids. Two more maids try to tackle Lily, but he transformed into his combat form and growled at them. "Demon Cat!" One of the maids shouted as the two ran away. Levy facepalmed. "So much for stealth." She mumbled. She grabbed the two as they reverted their transformations. "Let's go, we need to hide." She pulled them into a room, then locked the door behind them.

"Well, at least we found the library." Levy smiled. "All we have to do is find Daybreak."

"I must admit," Lily said as the three searched the collection. "I did not expect the man to have such a large amount of literature."

"Hey Lily, I found a perverted book!" Gajeel shouted as he waved the book in his hand.

"Would you guys focus," Levy hissed. "We need to find 'Daybreak.'"

"Eh, Shrimp, does the book have a golden cover?"

"I don't know Gajeel, Mr. Melon didn't give us a description, why'd you-" She was shocked as she turned around and saw Gajeel holding a golden book with the word "Daybreak" written on the cover.

"That was relatively easy." Lily stated as the other two approached the Dragon Slayer.

"Yeah, so let's get some firewood and-"

"Wait!" Levy shouted. She pulled the book out of Gajeel's hands, staring at it in wonder. "The author of this book is Kemu Zaleon! He was a famous writer and a famous Letter Mage! I've read all of his books, so this must be an unpublished copy." She shrieked in excitement. Gajeel and Lily rubbed their ears in pain from the sound. "Yeah, yeah, whatever shortie, don't go abandoning the job now, we have to burn it."

"I know," Levy said as she held the book close. "But can I at least read it first. This is the only copy in the world. I can't read it if-" She was interrupted by a yelp as Everlue popped out of the floor.

"So, all those wizards came for that book," The man said, twirling his moustache. "And here I thought it was nothing but trash."

 _He calls it trash, yet the client would pay two million just to destroy it._ Thought Levy. _There's something else going on._ "If it's worthless, can I have it then." She asked innocently.

"No, I will not just part with what's mine, especially to some ugly wizards." Lily pulled out his sword. "That is not your call, we will have that novel eliminated."

"Hold on guys," Levy protested. "There's more to this job than we thought." She opened up the book and began reading.

"How dare you defy me!" Everlue shouted. He snapped his fingers. "Vanish Brothers, come out." A pair of briefcases opened and out walked two men, one carrying a frying pan, and the other standing tall. "So, these are the wizards of Fairy Tail," The taller one said. "Even mother would be surprised."

"Wanna go right now, punks?" Gajeel growled.

"These two, they are from the mercenary guild Southern Wolves." Lily stated with caution.

"Wolves are always hungry for prey." Everlue said. "Hope you are prepared."

Levy looked up and face Gajeel. "Gajeel, hold these guys off, this book has a secret." She ran out the door. "Where ya going?! We need to finish the mission!" Gajeel shouted.

"Secret," Everlue's eyes lit up with greed. "I did not notice a secret. A treasure map perhaps." He turned to the mercenaries. "Deal with this boy, I will grab the girl." He tunneled straight underground.

"Lily, go after him," Gajeel ordered. "We can't leave Shrimp alone against him."

"Think you can handle these two?" Lily asked with concern. The dragon slayer scoffed. "I can deal with these clowns." Lily flew off to find their missing friend.

"Hey!" The taller wolf shouted at Gajeel's insult. "I'm telling mother!"

"Calm down brother." The shorter man said. He faced down the pierced mage. "You may be a Fairy Tail wizard, but you are still a mage, and that is inferior to a trained mercenary."

Gajeel smirked as he motioned them forward. "Come at me, then." The two wolves launched forward, the shorter launching Gajeel upward with his frying pan, and the taller one leap up, then throwing Gajeel through the wall and into a large hallway one floor down.

To their shock they saw him get up nonchalantly. "That's all ya got, bitches."

The two growled before the one with the pan spoke. "Tell me, do you know what's a wizard's weak point." Gajeel grew nauseous. "You mean...transportation."

The two stared in confusion before the shorter man spoke. "I believe that one is personal. However, the true weakness is physical strength. Wizards must spend large amounts of time practicing their bodies, so they are unable to train their bodies as we have."

Gajeel blinked at the statement. "Just wanna ask you guys. Have you even defeated a wizard?"

The two looked in confusion. "No." The shorter one spoke.

"Have you even fought a wizard?"

The taller one answered. "No."

"Have you ever actually _meet_ or talk to an actual wizard?"

"No." They both answered.

"Okay." Then, to their irritation, he started laughing. "Ghi, hi, hi! I can't believe you actually think that. What moron even told you that?"

"How dare you!" The taller wolf shouted. "Our mother told us that fact!"

"Well, guess she'll have to learn the truth when I send ya two with your tails 'tween your legs."

"Enough!" The shorter one shouted. "You can insult us, but no one gets away with insulting mother! It's time we end this!" The shorter one held out his pan while his brother jumped and landed feet first onto it. "Finishing move!" They shouted. "Destruction of Heaven and Earth."

* * *

Meanwhile, in the sewers underneath the mansion, Levy was sitting against the wall, using her gale-force glasses to read 'Daybreak' at a rapid pace. Once finished, she got up and shivered.

"I never thought this book would have such a secret. I can't burn this book, I have to deliver it to Mr. Kaby." Suddenly a pair of arms grabbed her from behind. "Tell me girly, what is the secret it that book." Popping out from the wall was Everlue.

Levy at the man, her eyes filled with defiance. "You're a pathetic, ugly man!" She snarled. "You're an enemy of literature!"

* * *

Back in the mansion, the taller mercenary was launched out of the pan, forcing Gajeel to look up. "If you look to the heavens," The shorter wolf said as he moved forward. "We will be on the earth." He swung Gajeel forward using his pan. "And if you look at the earth," Gajeel looked up and saw the taller brother falling towards him "We will be in the heavens." He slammed into the dragon slayer, forming a crater with the dragon-slayer inside. The taller man leaped out and stood next to his brother. "This is the Vanishing Brothers' finishing move!"

The two walked forward to the and saw Gajeel unconscious. "Of course," The shorter brother said "no one can survive our attack." He felt a tug at his pan, and when he looked down, he not only saw Gajeel awake, but pulling the pan towards his mouth. "What did you say about surviving?" Gajeel bit down on the pan and ripped out a large portion of it before leaping out of the crater. He tend began swallowing the piece.

"You guys are lousy fighters." Gajeel smirked. The two mercenaries were in complete horror, especially the shorter one.

"My pan," He stuttered. All that was left was the handle and some of the container."That was a gift from mother, you monster!" Both mercenaries ran towards the dragon slayer, who went into a battle position and then slammed his fist together. "Iron Dragon Lance." Both of his arms transformed into lances, and he then spun himself around. The circular motion caught the two, and they were trapped there until Gajeel stopped, flinging the two into the opposite sides of the hallway.

"Word of advice," Gajeel growled as he transformed back and faced them with a cold expression."Never doubt a Fairy Tail wizard." He then ran out the door, hoping he wasn't too late to save Levy.

 **And I will end that part there. Luckily for you guys, I continued this story, so you guys get two chapters on one Wednesday.**

 **Happy: Anyone else thought it was weird doing the story without Virgo?**

 **Virgo: I am sorry I could not be in this story, should I be punished?**

 **Lucy*deadpanned*: No Virgo, it wasn't your fault.**

 **Natsu: The main problem is that Gajeel thinks samurais are cooler.*Natsu faces Gajeel* Everyone knows that ninjas are cooler. Nin, nin.**

 **Gajeel: Ha, you're wrong Salamander. Samurais are more badass.**

 **Rogue: I have to agree with Gajeel-kun, the honor code of the samurai has always been admirable.**

 **When did you come here.**

 **Rogue: I was in the last chapter, remember.**

 **Sting: Nah, Natsu-san is rights. Ninja can get through any security system on earth, like spies.**

 **Okay, I am definitely sure** _ **you**_ **haven't appeared in the story yet.**

 **Laxus: All you morons are wrong. The roman gladiators are the greatest warriors on earth. Ready to fight for their survival.**

 **Cobra: Puh, you guys must mean that a Ronin is the coolest, trained on his own and fights by his own rules.**

 **And now the second generation slayers are here. Wendy, do you want to say something before things get** _ **more**_ **crazy.**

 **Wendy*nervously*:Um, I kinda think magical girls are pretty cool.**

 **I'm find with that. Remember folks, leave reviews. Not only is it polite, it also help the author improve.**

 **Gajeel: Now you're fishing for compliments. Pathetic.**

 **...Just shut up now.**


	4. The Secrets of Daybreak

**After that cliffhanger, it's time we finish this arc. Gajeel and Levy, you guys want to begin.**

 **Lily: They are not here.**

 **What do you mean there not here? Don't tell me they've gone on strike!**

 **Lily: Actually they're preparing for the next scene.**

 **Oh, never mind then. Well, that was embarrassing. Um, Lily, could you?**

 **Lily: Of course, DigiXBot, does not own the rights to Fairy Tail.**

 **Chapter 4 The Secrets of Daybreak**

"An enemy of literature, me?" Everlue snarled as he gripped Levy tighty. "A man that is sophisticated, cultured." He gripped harder onto her arms, the mage gripping to withstand the pain. "What is the secret, tell me or I'll break your arms! Zaelon only wrote that book because of me, so all its secrets belong to me!"

In fierce bravery, Levy stuck out her tongue at the man. The duke growled and was about to rip her arms off when a black shadow jumped on his head, forcing him to release Levy.

"Lily!" The Exceed landed next to the grateful girl. Levy pulled out her pen as her teammate pulled out his sword. "The tables are turned now!" Levy said. "Just let us take the book and we'll let you go."

"Foolish girl," The duke pointed. "You only say that phrase when you gain an advantage, and some magic and a little kitty won't change a thing." The man dived down straight into the earth.

"This must be his magic," Lily transformed into his battle form. "Some form of earth magic."

"It's diver magic," Levy said, watching the area for signs of attacks. "It was in the surface story, the terrible one with Everlue as the main character."

"Oi," The two Fairies leaped out of the way as Everlue burst through the ground beneath them. "It was an honor for Zaleon to write a story with me as the star. But he wrote complete crap!"

"What did you expect to happen," Levy yelled."Especially after you forced him to write when you threaten to take away his family's citizenship." Everlue launched himself towards the girl, but was blocked by the flat of Lily's sword.

"You would blackmail a writer just to satisfy your own ego?" The warrior growled. "How can you act so high and mighty?"

"Act, ha, I am high and mighty." He changed his direction downward, startling the Exceed before popping up again. "When he refused, I forced him to write in a solitary cell, then crushed his pride."

"You forced him to sacrifice it!" Levy yelled. "A writer has the natural right to choose which story to write, but you took that away when you locked him up for three years. He had to swallow his pride and write a story about an idiot like yourself, in order to protect his family!"

The duke growled. "How did you know so many details." Levy smirked. "Remember when I said surface story, that's the crappy story you force Zaleon to write. But before he was a writer, he was a mage. He put a spell on the book that reveals the true tale when read unorthodoxly."

Everlue paled. "Does that mean, it contains his grudges against me!"

"How shallow of you to think that." She held the book up. "Yes, it contains the process he was forced to undergo, but it also contains an important message, the true purpose of the story." Putting the book away, she raised her pen once more. "And that's why I have to fulfil it, at any cost.

Everlue snarled. "Well, you'll have to take that plan to the grave!" He dived underground. "Lily, get down!" The Exceed looked at her in confusion before complying. With her pen, she wrote W, A, T, E, and R. She shouted "Solid Script: Water!" before launching the letter into one of the holes and then ducking. Suddenly blasts of waters came out of all the hole Everlue dug, and he was pushed out of one of them, landing between the two Fairies.

"Now's my chance," Levy said. "Solid Script: Helium!" She threw the word into Everlue, where it was absorbed into his mouth. He got up and yelled, but unexpectedly...

"Enough you ugly, little-" He stopped, then let out a high pitch scream. Levy laughed a bit while Lily smirked. "My beautiful voice!" He shouted in a falsetto tone. "What have you done to it?!"

"That tends to happen when you breathe in helium." Levy quipped.

"Changing my voice will not stop me." He jumped and attempted to dive into the earth. However, he ended up smacking into the ground. "What!"

"Of course," Lily smiled. "Diver magic must work by increasing the caster's density to be more than the earth."

"Just as described in Daybreak," Levy agreed. "However, it can be nullified with a low-density element, such as helium, which is lighter than air."

The duke suddenly stuttered, and he looked even more ridiculous with his shrill voice. Levy wrote in the air W, I, N, and D. "Solid Script: Wind" The letters became a blast of wind that was strong enough to push the duke towards Lily. The Exceed warrior then made contact with a sideways slash, launching Everlue past Levy and into a wall, knocking him unconscious.

"All right!" Levy shouted with excitement. Suddenly a new hole emerged in the wall and out came Gajeel. "Shrimp, Lily, I'm here to-" He stopped when he saw his teammates fine, then turned and saw the comatose enemy. "Ah man," He yelled. "You guys knock out the creep without me."

Levy smiled. "Sorry Gajeel, but he wasn't as difficult as we thought. So how were the mercenaries." Gajeel shrugged. "Oh, those clowns, I almost forgot about them." Just then the earth began rumbling. "What the hell's going on?!"

"Between the battle, Everlue's tunneling, and Levy's flushing technique," Lily explained. "We must have completely damage the foundation." Gajeel blinked. "Huh, guess we kinda did go with my plan in a way." He then grabbed Levy and the three manage to escape the collapsing mansion.

Outside the ruins, Gajeel turn to Levy and smirked. "Ya know that one's on you, Shrimp." Levy just pouted before speaking. "Never mind that, we have to head to Mr. Kaby."

"But we didn't destroy that book yet." He protested.

"I'll explain once we get there." She responded as the three went off.

* * *

Much later the three arrived at the client's mansion, where the Melons were excited to see them. "Oh, thank goodness," Kaby said. "I thought you would have died like the other wizards. So did you destroy that book?"

"Actually," Levy said. "There was something about that book, Mr. Melon. You see, it was terribly written on the level of a novice, that it couldn't have been recognized as a book by Kemu Zaleon. So I know that Daybreak had a secret." To the shock of the client she pulled out the said book.

"You kept it?" He asked. "But I asked you to destroy it."

"The task is pretty simple," She answered, handing the book to him. "So I feel you should have the honor yourself." He grabbed the book.

"Fine," He said angrily. "I'll destroy it myself. I-I don't want to even look at it."

"I know why you want to destroy the book," Levy said. "You want to protect the honor of Kemu Zaleon, your father." The other two mages stared in shock as Kaby guiltily nodded. "It was in the novel."

"You want to destroy this work," Gajeel questioned. "Even though your old man wrote it?"

"It's because he wants to preserve his family's honor, his father's honor as a writer." Lily answered.

"Yes," Kaby answered. "My father was ashamed of writing Daybreak. When he came back after three years of writing, he said to me that he will quit being a writer, and he cut off his hand. He claimed he only wrote the book for money, and I" Tears filled his eye. "I said that I was ashamed of him. I even continue to hate him after he killed himself. But as the years went by, the hate was replaced with regret. I blamed myself for his suicide." He pulled out a match and strike it on the book's spine. "By destroying this book, I can atone for my sins, and restore his honor as a writer." Suddenly the book glowed and rose from his hands. Everyone but Levy was further surprised when the letters of the title began to rise up and move around, forming the words "Dear Kaby."

"I-I don't understand."

"Your father, Kemu Zaleon, or really Zekua Melon, cast a spell on the book." Levy answered. "When in the hands of the true audience, you to be exact, whom he wrote it for, the contents of the novel will shuffle, revealing the true story." The book opened and all the words flew out, surrounding the room's inhabitants, the letters constantly changing places.

"So this is the power of a Letter Mage." Lily stared in awe.

"No way, you think Levy is on that kind of power?" Gajeel added.

"Kemu Zaleon didn't stop writing because he wrote the worst book in existence," Levy said. "He quit because he wrote the greatest book in existence, a final letter goodbye to his son." She faced Kaby. "This is what he wanted to leave behind."

Once finished rearranging, the words returned back to the book they came from, and 'Dear Kaby' landed in the hands of its namesake, who now had tears of joy in his eyes. "I, I never really understood him."

"That's how writers like your father continue to amaze us," Levy smiled. "They keep the functions of their minds a secret, leaving readers surprised at every turn."

Holding the book tightly, Kaby faced the three wizards. "Thank you," he said. "Thank you for bringing this to me. I can't burn this now."

"Well, in that case," Gajeel said. "We won't be needing our reward." Lily nodded in agreement, and everyone else stared in shock. "But after everything you've done…" Kaby protested.

"Exactly," Lily responded. "We failed to 'destroy' the book as you asked us to, so we have no right to claim the reward, otherwise we would tarnish our guild's reputation." Levy attempted to protest and say they should accept the gratitude, but moral compass and reasoning won out and she ended up agreeing with them.

"Whelp," Gajeel said. "The three of us ought to be going now." He faced the Melons. "You guys should get going too. Bet it'll be better to read that letter at your real home."

* * *

"Still can't believe we didn't get the 2 million jewels." Levy said as the three walked through a forest.

"Aw, come on Shrimp," Gajeel replied in a joking manner. "Don't tell me ya gone greedy."

"I have not!" Gajeel only laughed in response. "Still can't believe they weren't actually rich. We would have helped if we meet them in their real home"

"It was an interesting tactic," Lily thought out loud. "Using a mansion borrowed from a friend to present an image of wealth to clients."

"Yeah, it was." Levy said. "Speaking of which, how did you know that wasn't their house."

"It's because their scent didn't match the house." He answered. "Besides that, I had a pretty grand day today."

"How come?"

"I got to see what's so special about Letter Magic," Gajeel replied. "So now I can't wait to see everything that you can do, shortie." Despite the tease at the end, Levy blushed at the compliment

Suddenly the rustling of a nearby bush grabbed their attention. The Dragon Slayer growled before launching an Iron Dragon Club at it, forcing the hidden to reveal himself.

"What the?" Levy asked. "Ah, it was Lyon." Lily answered. Sure enough, the silver-haired mage was completely irritated.

"What the hell was that for?!" He shouted. Gajeel rose an eyebrow. "Huh, thought I smelled a scent I didn't like."

"Well, I could say the same thing, Lugnut." Both mages were glaring at each other, causing Levy to sweatdrop. "Hey guys," She said. "How about we talk about this, _calmly,_ over lunch." The two stared at her in confusion before their stomach growled, so they agreed with the petite mage, before they turn their backs to each other.

* * *

"So you're just heading back home from a quest?" Levy asked Lyon as the four were sitting at a ravine. The three were still eating while Lily was meditating.

"And if ya are, can you scram already." Gajeel grunted, before Levy jabbed him with her elbow.

"Actually, I am wanting to get to the guild as soon as possible." Lyon said. "And if you don't want trouble you should too." He got up and stared at the distance.

"What do you mean?" Levy asked. Lyon shuddered with fear. "It's because Mirajane's coming back soon." If Gajeel was drinking water, he would be spitting it out right now. Levy meanwhile, had excitement in her eyes. "The Mirajane, as in one of Fairy Tail's six strongest wizards. I've heard so much about her. I mean I could just ask her brother and sister, but what she like to you guys."

"The devil." Lyon said.

"A monster." Gajeel said.

"Satan incarnate." Now both wizards were shivering. Both stop when they heard chuckling and turn to face the Exceed.

"Now you two are just exaggerating." Lily said. "While she may be intimidating, she's actually a good companion."

"That's because you're never on her bad side." Lyon protested.

"That's because I gave neither her nor Erza reasons to be mad at me, unlike you two."

"Well, I ain't scared of either of them." Gajeel boasted.

"Please," Lyon scoffed. "Every time Erza scowls at you, you stiffen up and say 'Aye Sir.'"

"Hey, you stiffen up too, perv-sicle."

"Stop calling me that, Metal Head."

Before the argument could extend, an explosion occurred at the ravine, leaving a pile of sand nearby. Gajeel, Levy, and Lyon were buried in the sand, with Levy on all fours, Lyon up to his shoulders, and Gajeel trapped head first. The dragon-slayer popped out then looked around before shouting. "Where's Lily?!"

* * *

"This is embarrassing." Lily deadpanned, for he was tied completely on a stick over an unlit campfire. Surrounding him were five mages, a grey skinned goblin-like mage, two carrottop twins, a black-haired man with a crystal orb, and a giant chicken-like mage.

"We'll finally get some real protein." One of the twins said. "No berries or nuts tonight." The other said. The chicken spoke as well. "Meat!" "Our future holds a feast." The orb-holder said.

Despite the comments Lily remained calm. "Boy," The goblin said. "You must be excited to be in our bellies."

"Actually, I do have a worry to be addressed." Lily respond. "You see, I need to remove al thel waste in my body. I have been told my flavor is altered negatively when I am eaten with urine."

"Do we look like we care?" The goblin face the chicken. "Do it." The chicken lit a stick he was holding and was about to lit the campfire, when a voice called out "Ice-Make: Eagle!" and a small eagle made of ice grabbed the stick before putting out the fire with itself, evaporating away. All six looked up and saw the remaining Fairy Tail wizards standing on a cliff.

"Sorry punks," Gajeel said as he cracked his knuckles. "But no one grills my cat and gets away with it."

"You're all wizards aren't you?" Lyon questioned. "What guild are you from."

The goblin just smirked. "I'm not telling, get them" He commanded his compatriots, who launched themselves at the wizards. The three Fairies leaped off the cliff and prepared to fight back, managing to dodge the enemy's attack.

"Sand bomb," The goblin hit his fist on the ground. "Go!" A massive sandstorm surrounded Gajeel.

"Gajeel!" Levy shouted worriedly.

"He'll be fine," Lyon said. "Get Lily out of there." Levy nodded and raced towards the exceed.

"Going somewhere?" The two twins rushed towards her, but using her pen she sent an army of bees with "Solid Script: Swarm" at them, leaving them screaming as they avoid to get stung. Reaching Lily, she began to untie them. "Hang on," she said as she removed the knots. "They didn't even take your sword. Why didn't you cut yourself free, or at least change into your battle form."

"Does it look like I can free myself in this position?" Lily argued. Before Levy could counter, the giant chicken stood over her menacingly. "Meat!" It yelled.

"Ice Make:" The chicken turn and saw Lyon lifting one of his hands. "Ape!" From his hand came icy winds that solidify into an ice-made gorilla. The gorilla roared before grabbing the chicken and throwing it to the ground.

"Ommmm." The ice mage's attention turned to the man with orb humming. "You will make an unexpected encounter. But you will learn true empathy with a woman." Lyon just sweatdropped. "You just tell fortunes?" The orb-wielder was knocked out by the hilt of Lily's sword, who was flying above the man. "Now we're even." He stated calmly

"Excuse me," Levy said sternly. "Where are your clothes?" Lyon looked down and saw he was only in his boxers. "Aw, crap!"

"Where these brats come from?" The goblin asked. Suddenly a roar came from the sandstorm and Gajeel jumped out of it in his iron-scale form.

"Now I'm mad, bitch!" Gajeel punched the goblin and landed into a tree.

Much later, all five of the enemies were tied up to a tree. "Not so fun being tied up, huh." Lily quipped. Meanwhile the two hotheaded fairies were arguing again and Levy walked over to the prisoner.

"Lulla," The goblin muttered. Levy was now curious. "Hm, what was that?"

"Lulla...by." Suddenly a shadow came out of nowhere and pushed away the four fairies. The tied up wizards were horrified as the shadow grabbed them and moved away.

"Who the hell was that?" Gajeel question.

"Whoever they are, they are fast." Lily stated.

"I couldn't even sense their magic." Lyon added.

Levy on the other hand was in deep thought. "Lullaby?" She knew she heard it before, but she could not identify why.

* * *

In another town, the townspeople looked in shock as a white-haired girl was carrying a large monster tooth over her head as she walked by. The civilians moved away, as if they could sense the massive amount of magic energy within her.

 _It's been awhile since I was in Fairy Tail._ She thought. _I wonder what has happened while I was gone._

* * *

 **And now, as we enter the Lullaby arc, we have meet all the members of Team Gajeel: Iron Dragon Slayer Gajeel Redfox, Solid Script Mage Levy McGarden, Exceed Warrior Pantherlily, Dynamic Ice Mage Lyon Vastia, and Demon Takeover Mage Mirajane Strauss. Pretty intense team, huh.**

 **Elfman: My nee-san is going to be a main character? *Pumps fist into air* This is going to be a manly story.**

 **Erza*nodding*: Excellent choice, I look forward to seeing how you will bring this to life.**

 **Gajeel: Wait, you pick the barmaid to take Titania's place. How the hell would that-**

 **Mira*smiling but with murderous aura*: Now Gajeel, you're not underestimating me, are you?**

 **Gajeel*Shuddering*:N-no ma'am. I-i would never.**

 **Don't worry, I got that part handled.**

 **Elfman: You should listen to her Gajeel, after all, my sister is a man!**

 **Lyon:...but she's a girl.**

 **Don't bother, Lyon. When it comes to Elfman, you just have to go with it.**

 **Happy: Wasn't that scene with the fortune-teller foreshadowing Juvia in the anime.**

 **Juvia: A fortune-teller? That means Juvia's and Gray-sama's love was set by fate!**

 **Gray*scowling at Happy*: You had to say that, didn't you.**

 **Happy: Pretty much**

 **Lyon: That's when you heard of Juvia. Then that means this is where I learn of my love.**

 **Give the boy a prize, he finally got it.**

 **Lyon: Shut up, I must figure out who it is.**

 **Well I already know who it is and I will not tell you because you are rude.**

 **Whelp, I'll see you guys soon. Remember, reviews make me a happy writer, and constructive criticisms make a better writer, and flames would make me a sad writer, but I feed them to Natsu, so I'm back to a happy writer.**

 **Happy: That's a terrible poem.**

 **...Why do you torture me?**


	5. The Demon Strauss

**Note: Needed to fix geography error**

 **Happy hump day everyone. It's time for another chapter of An Alternate Tail. Here we will begin the Lullaby arc and introduce this story's version of Mira.**

 **Mira: Ara ara, I'm already excited!**

 **So am I. I just want to thank all the people who reviewed my story. First I want to thank Atom king and Mechanical Rose-Sama for their compliments. And I agree tfandanimefan, Gajeel would be a great samurai, you know, if he could actually** _ **listen**_ **to the writer.**

 **Gajeel: Would ya quit whining, you're embarrassing yourself.**

 **Shut it, and yes Natsu doesn't have much qualification as a ninja. He may be awesome and powerful, but he lacks stealth.**

 **Natsu: Hey, I can be a great ninja. Nin, nin!**

 **Happy: Nin, nin!**

 **Sure you can Natsu, sure you can. I also want to thank everyone who was favorited and followed my story so far:greekgeekspywannabe, tfandanimefan, cuddles4days, cnite131, bookluvr321, Tenryu no hoko, TMNTPsycho101, Someone's Bastard, Shiro Okami Ryu, Mechanical-Rose-Sama, MadMikky, FoxOnPie, Dravice2025, DeAmonQuEen, Blundermoon, Shadowwolf1997, and FShield96. You guys rock and roll! Oh and sorry Tenryu for calling you a girl in the third chapter, that point has been fixed. And you guys, don't forget to check out his story Different Tail for his team of Wendy, Romeo, Carla, Rogue and Cana.**

 **Another side note to add. I looked at the Fairy Tail wiki, and apparently not all Letter Magic requires an object to project their magic. But in this timeline, as stated in chapter three, to be able to use letter magic without a medium is a rare and powerful skill.**

 **One more things. I just want to remind you that new chapters are up Wednesday from 12:00 to 1:00 AM Central time. If the chapter is not up by then, it will be by either the following Friday or the following Wednesday.  
**

* * *

 **Okay boys and girls, let's start this. To begin this chapter, we have Lyon giving the disclaimer.**

 **Lyon: Why am I here?**

 **Didn't you volunteered?**

 **Gajeel: Nope, it's cause he drew the shortest straw. Ghi hi hi!**

 **Lyon: I still say we had to do it again!**

 **Enough already, you two are as a bad as Natsu and Gray… which is what I intended. But seriously, disclaimer, now, or else.**

 **Lyon: What, you're going to bring in Erza or Mira?**

 **Nope, I'm going to bring in Ooba Babasaama, and she's in the mood for a good spinning.**

 ***Lyon pales.* Lyon: Okay, I'll do it. DigiXBot does not own the rights to Fairy Tail.**

* * *

 **The Demon Strauss**

"Hmm," In the guildhall, Levy was checking the mission board for a good job.

"I know what you mean, kid," Nab, who was standing next to the board (as all ways), said. "It's never easy to find the right job."

"Hi Levy," The Solid-Script Mage turned around and saw Jet and Droy. "Hey guys."

"Still looking for a job?" Droy asked. The girl nodded. "Yeah, there's a large variety, from searching for a magic bracelet to destroying a demon on a volcano. So what brings you guys here?"

"We just wanted to know if you're still teaming up with Gajeel." Levy blinked. "It hasn't been finalized yet, why you asked?"

"Well, we heard that you're a powerful and smart wizard, and we're hoping you can join Team Shadow Gear." Jet answered. "We could work with someone that defeated two mercenaries from Southern Wolves." Levy sweatdropped. "Um, actually, that was Gajeel."

"Oh, but you still found that secret letter. So do you want to join?" Levy was about to politely decline when she felt a large hand on her head.

"Sorry," Gajeel growled. "But shortie is on my team." Both Jet and Droy paled. "Oh, hi Gajeel," Jet said nervously. "What brought you here?"

"The fact you're trying to poach my Shrimp." The plant and speed mages gulped. "Oh, look at the time," Jet said. "Droy and I better be going now." They two mages ran off. "Man they're real bothers."

"Now Gajeel," Lily said, walking towards them. "Jet and Droy are members of Fairy Tail just as you are. Besides, they are helpful." The Exceed turned to face Levy. "Usually Shadow Gear will work alongside most of the other guild members. One time Gajeel and I worked with them on a job."

"Oh yeah, I remember that job, those two can actually give a good beating. But it was embarrassing having to rescue them from those cannibals." He faced Levy. "So did ya pick one already, cause me and Lily picked the last one."

Levy turned to face Gajeel. "What are you talking about?"

"Well, we're a team ya know." He replied. "So are ya going to pick a job for us or not."

Levy raised an eyebrow. "I thought you wouldn't need me anymore, since they aren't that many jobs that require blue hair."

Gajeel stared in confusion before laughing. "Ghi hi hi, is that what ya thought. I pick ya because you're nice, not because of your hair. The job wouldn't have ended well without ya."

Levy's face was now flushed. "W-what, well in that case-"

"Don't bother working with him," Both turned and saw Lyon leaning against a table. "You've accomplished so much already, why waste time working with him."

"Shut it, hentai." Gajeel growled.

"Why are you even calling me that?"

"Lyon," Cana called out while drinking. "Your clothes." The ice mage was startled with his current lack of clothing.

"At least I can bother to keep decent, Ghi hi hi!" Now the metal and ice mages were glaring at each other

Levy sighed before turning to Lily. "Why do those two hate each other so much?" She asked. "I mean it would make sense if their magics were opposite, like ice and fire, but metal and ice don't have much contrast with each other."

The Exceed shrugged. "The cause is unknown to me. They had a strong rivalry ever since Gajeel joined years ago."

"Levy-chan," Lisanna called out from the bar. "Have you found a job yet?"

"Not yet." The Solid Script Mage answered.

"Just make sure to tell me when you find one, since master isn't here."

"Of course, he is still at the meeting of the Guild Master League." Lily said

"Guild Master League?" Levy asked.

"Oh, right, you just joined the guild," Lisanna realized. "You probably wouldn't have known. How do I explain it?" She pondered before walking towards a wide man in the midst of painting. "Reedus, could I borrow your light pen real fast?" She asked.

"Wie." Reedus said happily as he handed her a pen. The white haired girl then returned back to Levy and began drawing in the air.

"At the top, as you already know, is the Magic Council," she drew a box labeled so. "Ten wizards who maintain order in the magical community. They communicate to the guilds through the leagues," Drawn down from the first box were 3 more boxes. "where they are required to participate in order to know the recent changes to laws or criminal activity that requires attention." She finished with 5 thin boxes connected to each of the boxes in the second row.

"So it's mandatory for all guilds to follow council rules." Summarized Levy.

"Correct," Lily replied. "But not all guilds choose to comply. Those that refuse to join the leagues are called Dark Guilds, since the lurk in the shadows; they take the jobs of criminals and become high level threats to stability."

Suddenly the door opened and Elfman ran into the building excited. "Guys!" he shouted. "Something manly has happened!"

"Go ahead Elfman," Cana replied, humoring the mage. "tell us."

"Nee-san is back!"

Nearly everyone frozen with fear.

"Mirajane's back!" They shouted. A sense of panic covered all of them, except for the two Strauss siblings, who were excited; Levy, who was confused; Lily, who was calm as always; and Gajeel and Lyon, who were still glaring at each other like idiots.

"That's amazing!" Lisanna smiled. "She hasn't been here for a month."

"Mirajane," Levy questioned. "She's one of Fairy Tail's strongest. Gajeel and Lyon seemed afraid of her, but she's really that scary?"

"Well," The white-haired girl rubbed the back of her here, "She tends to be frightening to everyone near her, so, a bit". The guildhall began to shake as powerful footsteps approached it.

"It's Mira," Laki squeaked.

"Those are her footsteps." Wakaba whispered.

"My sister is a MAN!" Elfman cheered.

"But she's a girl," Deadpanned Warren "a very scary demon-girl!" Everyone was startled as the doors flew open and entered a girl carrying a decorated horn that was three-times her height over herself.

She was wearing a dark-violet top with thin straps that crisscross over, which showed off her waist and emphasis her figure. She wore a short black skirt and thigh high, black stiletto boots. Her white hair flowed freely from a dark ribbon, with long white bangs resting between her eyes. On her right arm was a bracelet with a skull. Putting down the massive horn, she smirked at the frightened crowd. "It's good to be back." She stated.

"Um, Mira-san," She turned and saw Max. "What is that giant thing?"

"Oh, this," She said, eyes closed in remembrance. "It was the horn of that monster I defeated. The locals decorated it as appreciation, so I brought it back as a souvenir." She glared at the scraggy blond-haired male. "Is that going to be a problem?"

"N-no ma'am." The sound of the horn rising from the ground grabbed her attention.

"D-don't worry, Nee-San," Elfman was struggling to carry it with the same ease his sister has. "I-i can g-get this home."

The seemingly frightening girl's face was now filled with concern. "You're sure, Elfman." She asked. "It just seems that you have trouble with it."

"N-no I g-got this." He protested, his knees already shaking. "A r-real man helps his sisters at a-any time." He began to walk out of the guild, trying to keep a tight grip on the treasure.

"Don't over exert yourself!" She shouted, then smiled fondly. "They grow up so fast."

 _So that's Mira._ Levy thought. _She's doesn't seem that scary. In fact, she seems pretty nice, at least to her brother. Maybe the others were over- Oh no, she's coming here!_ The long white-haired mage was now walking towards the bar, with everyone moving out of the way quickly. She unexpectedly stopped before a certain violet-haired mage. "Macao."

"Y-yeah." The purple-flame mage stuttered out a response.

"I heard about that job in Hakoba." She turned to him with a disappointed expression, causing him to pale.

Much later he would describe the experience as his soul about to ripped to shreds. "Stop staring at me like that!"

She shrugged, then continue on before arriving by her younger sister. "Welcome back, Mira-nee." Lisanna greeted cheerfully.

"Hey Lisanna," The older girl smiled back. "Is master back yet?"

The younger girl just shook her head. "No, he's still at the regular meeting."

Mira sighed. "I see, what about Erza?"

"She left a while back for a mission." Mira groaned. "That doesn't leave me much options then." She looked around before spotting the black Exceed. "Lily, do you where Gajeel and Lyon are?" She asked.

He pointed to the two mages, who despite the commotion were still growling at each other. She walked over to them. "Oi, Gajeel, Lyon!" To her shock they were ignoring her.

"Perverted ice-prick!"

"Loudmouth iron glutton!" Tick marks appeared on the elder Strauss as the two continue to argue at each other. Furious, she startled them by grabbing the back of their heads, then slamming their noggins together, knocking them out.

"Wow," Levy said startled. "You manage to get them to stop just like that."

"Ehh," Mira shrugged. "It's not as efficient as when Erza does it." She adds to this with a mix of jealousy and admiration. "All she has to do is glare at them and they freeze up."

As the two mages got up, they froze at the sight of the woman in front of them.

"M-mira," Lyon stuttered. "Y-you're back."

"So you got that job done?" Gajeel gulped.

"I've never seen Gajeel afraid before," Levy whispered to Lily. "Is this normal?"

"Let's just say Gajeel and Lyon never learned until recently that they are some women whose bad sides you never land yourself on." The Exceed answered. "Long story short, Lyon striped far too much for her liking and Gajeel's called to challenges became too irritating for her"

"That's not important right now," Mira said to Gajeel. Sighing, she continued. "On the way back I heard of some problem popping up. I would ask master, but he's not here, and time's too short to waste waiting." She crossed her arms. "I need you two to lend me your strength."

Now everyone was shocked. Mira, the Mirajane, was asking for help. Not only that, but she's working alongside two individuals outside of her siblings. Gajeel and Lyon only stared at each other, disgusted at the thought of working together.

"We leave in the morning," She said walking away, leaving everyone confused at the recent scene. "Get ready by then."

"Mira-nee, Gajeel, and Lyon," Lisanna stated, grabbing Levy's attention. "I never thought this could occur, but they could be… Fairy Tail's strongest team."

Levy could only stare in shock at the statement. Could those three really become that powerful of a team.

* * *

At Magnolia Train Station the next morning, the concept of team seemed to have a loose meaning.

"Can't believe the She-Demon forced us to come!" Growled Gajeel at Lyon.

"I don't know why she invited both of us, even if she does need 'help,'" Lyon countered. "Besides, I alone would be enough."

"Well, if you think you're _so_ tough, then I'll just leave, cause hell that I'm staying!"

"You idiot, Mira will kill you if you're not here!"

On a bench, Levy was shivering in fear while Lily was resting calmly.

"Come on guys," Levy protested. "You shouldn't be fighting."

"I must ask, Levy," stated Lily. "Why did you come?"

"Lisanna-chan said that her sister will need help keeping them in line."

"Well, you're not doing a good job at it." Levy pouted at the Exceed.

A stern and familiar voice called out. "What's going on?"

"Ah Mira- eh!" To Levy's shock the white-haired girl was pulling a large wagon full of supplied. But that was not as surprising as…

Gajeel and Lyon standing with their shoulders over each other. "Hi Mira," Lyon said, attempting to show excitement. "The two of us are getting along like buddies, right Gajeel."

"Aye," Said the dragon slayer. Mira scowled, then bonked them on their heads.

"Ow!" Gajeel shouted. "What the hell was that for?!"

"For lying," Mira scorned. "You really think I couldn't tell you were faking."

"Damn it," Lyon muttered under his breath. "That always worked with Erza."

"Oh, by the way, Erza never fell for that act either; she knew you two were fighting, she just wanted some peace and quiet."

"... Damn it!" Both the ice and metal mages shouted. Mira left them alone and turn to Levy. "You were in Fairy Tail yesterday, weren't you?" She asked the Solid-Script mage.

Levy bowed in response before speaking. "I'm Levy, a new member of the guild. Your sister asked me to join you guys on this mission. I try to do everything I can." Mirajane smiled gently. "If Lisanna recommended you, that's for me. Plus, I've already heard so much about you, the mighty Levy McGarden. On your own you sent the corrupt duke to the skies and defeated the mercenary gorilla with just one finger."

"Um," Levy sweatdropped. "Those might actually be exaggerations, and a bit mixed up."

Mira chuckled. "Still, you must have impressed a lot of people to get that much talk."

"Oi, she-demon." Mira faced the dragon slayer. "I don't know why ya dragged us along, but I'll come only on one condition."

"Idiot!" Lyon shouted at his rival. "Why would you ask that?!"

"Once we get back, I want a brawl between us." Gajeel stated. "I became a hell of alot stronger that before." He smirked. "This time around, I'm taking you down!" Levy and Lyon stared at him like he was a madman heading towards death, but Mira smirked. "You really think you're strong enough to be a challenge, huh. Alright then, after this mission, I'll see how much you changed. Challenge accepted."

"Ghi hi hi!" He laugh boisterously. "You're on! I can take on anything ya throw at me."

* * *

This was proven false, as Gajeel was moaning in discomfort on the train. Lily and Lyon were sitting next to him, while Levy and Mira rested on the opposite seats.

"Talk about pathetic." Lyon scoffed

"This must make traveling place to place difficult," Levy said with worry. "I know this happens often, but it still looks painful."

"Do not worry," Lily consoled. "Once the train has stopped, he will be back on his feet."

Mira snapped her fingers. "I think I know how to handle this. Levy, could you switch seats with Gajeel for a bit." Levy complied and move over as Gajeel struggled to reach the other side.

"I just need you to relax." Unexpectedly, she punched the dragon slayer in the gut, knocking him unconscious, then pushed him against the window. "There, now the trip will be easier for everyone."

"...Right," Lyon began, still sweatdropping from the experience. "Mira, you mentioned you needed our help, yet you never explained why you asked for it, which you rarely do."

Mira sighed before beginning. "On the way back from my mission I learned the dark guild Eisenwald is up to something, something involving an artifact called Lullaby."

"Lullaby." Lyon and Lily said startled

"Did you say Lullaby?" Levy asked. "A while back the four of us encountered a group of wizards that attacked us. However, one of them said Lullaby before they were taken by a shadow."

"So you guys also meet Eisenwald." Mira stated.

"Not sure they were still members," Lyon added. "They must have been dropouts, probably startled by that plan you mentioned."

"Then the shadow was a current member," Lily concluded. "Sent by Eisenwald's master to remove potential leaks."

"So what do you think they're planning?" Levy asked the senior mage.

"I found out about this on the way back from my job," Mira said. "I stopped by a bar in Onibus, a gathering spot for wizards. I overheard a group of wizards complaining about a seal on Lullaby. One of them named Kage said he will have the seal removed in three days for Erigor."

Levy pondered at what she heard. "Lullabies are a type of music use to put children to sleep, so this magic's effect can range from unconsciousness to death. And if it has a seal, it must be powerful."

"You're positive they were Eisenwald?" Lyon asked.

Mira pounded her fist on her lap. "I was, and I should have recognized them sooner, otherwise this could have been done faster. Erigor is the name of the ace and current master of Eisenwald; that should have been a clue."

"Erigor the Reaper," Lily scowled. "The man famous for all the assassination jobs he has completed. However, when the council outlawed accepting such missions, Eisenwald refused in greed, and was removed from the league six years prior with the previous master arrested."

"But they still continue to function, as a dark guild." Growled Mira. Levy gulped. "This is becoming more serious by the minute. So you plan on taking down Eisenwald with us, to stop that mission."

"Yeah," Mira stated coldly. "I failed to stop them when I heard about it. I'm not enough to take on an entire guild by myself, so I need you guy's help to end this, before they unleash Lullaby."

"Guess we're storming their guildhall." Lyon smirked. Gajeel groaned in agreement, the excitement of battle difficult to hear.

"Right," Levy paled, before curiosity ignite her. "Hey Mira-san, if it's not too much to ask, what kind of magic do you use."

Before the white-haired girl could speak, Lily jumped in. "Witnessing Mira's magic is a beautiful experience; the canvas of the battlefield is painted with the blood of her victims."

"That's...an interesting metaphor." Levy replied nervously.

"I don't know about beautiful," Mira smiled. "But I know that Lyon's magic is rather interesting to look at."  
"Oh yeah," She faced the ice-mage. "You use Dynamic Ice-Make magic, a type of molder magic that lets you animate your creation."

"That's correct," Lyon smiled, then closed his hand. "Though I can use the more common variety." He opened his hand, and inside was a 3-D ice copy of the Fairy Tail logo.

"Wow," Her smile faded as more questions. "Um Lyon, I another question. I read that maker mages use both hands for creation, yet you use only one. Is there a reason?" Lyon frowned, then looked outside the window. "That's personal."

"Okay." Levy felt embarrassed for prying.

"Don't feel so bad," Mira comforted. " Lyon's just not the open type of guy."

"I guess." Levy remembered how Lisanna said nearly all members of Fairy Tail carried scare. The researcher part of her wanted to know more about the ice-mage's choice.

* * *

An hour later the train stopped at Onibas station, and the mages got out of the train. "So you're sure Eisenwald is still here?" Lyon asked the older mage. Mira just shrugged. "No idea, we're just going to have to ask around."

Levy stopped as panic and realization covered her face. The others stopped and turned around. "What is it Levy?" Lily asked.

"Guys," Her voice was already about to scream. "We left Gajeel!" Now everyone's faces carried worry. Lily looked around and saw the train departing away. "There it goes again." He sighed.

* * *

Meanwhile, on the moving train, Gajeel was still suffering from sickness as he rested on the train.

"Excuse me," Gajeel looked up and saw a black-haired man wearing a white jacket. "Is this seat taken?" Gajeel moaned and the man sat down. "You're in a lot of pain aren't you?" He said with concern. He then notice a familiar mark on Gajeel. "Fairy Tail, huh, so you're in a legal guild. I really envy you."

Gajeel lifted his head, but the other man slammed his foot into the dragon slayer's face. "Don't go acting big and mighty 'cause you're in a legal guild and I'm in a dark guild, that's plain discrimination." The white-jacket man chuckled. "You know what we call you fairies. Flies!"

Gajeel growled at the insult and got up, causing his opponent to back away. He tried to transform his fist to metal, but failed when the train rumbled. "You call that magic," The white-jacket man joked."Let me show you some real magic." Shadows came from underneath the man, then launched at the dragon slayer, knocking him to the floor.

"That magic," Gajeel growled. "You attacked those mages from before." Suddenly the train came to a complete stop, pushing the opponent to the ground. Out from his jacket came a wooden flute with a skull on it.

* * *

Back at the station, the train officer was startled when a white-haired woman pulled the emergency stop. "You can't do that!" He shouted "That should only be pulled in emergencies."

Mira gave an aura of command. "Listen, our guildmate is on that train, so we have to get him out, otherwise he has to deal with motion sickness. Is that enough of an emergency?" She growled the last part. The man was now fearfully sweating. "O-of course, ma'am. I understand. A-anything else I could do?"

"Yeah, take our luggage to the hotel." The officer complied with the task.

Levy chuckled. "I guess everyone in Fairy Tail is like that."

"Not me," Lyon disagree. "Then where are your clothes?" Levy questioned the exhibitionist.

* * *

"Urg," Gajeel groaned as he got up. "Glad it stopped." He looked down and saw the wooden instrument. "What the hell is with that flute?"

The man stared in fear. "You shouldn't see that!"

"Shut it," Gajeel roared. "Ya called us flies, well you're just a mite now, and no mite insults my guild on my watch." The dragon-slayer transformed his hand into iron and attempted to punch the other man, but the latter summoned shadows as a shield. The collision created a recoil that damaged the car and pushed down the dark mage.

Gajeel laughed. "You don't fuck with this fly."

The train intercom then spoked. "Attention. The emergency stop was caused by a false alarm. We will depart shortly."

Gajeel stopped his enjoyment. "Damn it, like I'm going to stay on this death trap!"

"Stop," The other man shouted as he grabbed the flute. "You'll pay for messing with Eisenwald, so say Kageyama." The dragon slayer scowled.

"Yeah, and you'll pay for messing with Fairy Tail, so say Black Steel Gajeel." As the train began building up speed, he jumped out of the window…

...Only to headbut Lyon, who was on the top of a magic mobile. Mira was driving the magic mobile, while Levy and Lily were inside.

Mira stopped the car and the metal and ice mages fell off. She, Levy, and Lily got out of the vehicle as the other two got up.

"Damn it Gajeel," Lyon snarled. "That hurt!"

"Oh, I'm sorry," The dragon slayer responded sarcastically. "Well, next time I escape a fucking vehicle that you guys left me in, I'll be _extra_ careful not to ram your fucking head."

"Sorry we left you," Levy apologized. "Did anything else happened?"

"Yeah, I got attacked by some whack job. Fact he was the same wack job that nabbed those mages that try to barbecue Lily."

"You mean the Eisenwald agent!" Lily shouted. Everyone stared at the dragon slayer in shock

"Huh, well now that you mention it, he did say he was in Eisenwald." Mira punched him into the ground. "You dumbass!" She shouted. "We're trying to find Eisenwald, that man could have been the only clue to find them!"

"What are you talking about? This is the first time I've heard of this."

"I just talked about it on the train!"

"Um, Mira-san," Levy sweatdropped. "I'm sure Gajeel was unconscious at that time, since you knocked him out."

Mira blinked. "Huh, you're right kid." She shook her head, then walked back to the magic mobile and hook on the power-fuel. "Never mind that, if he's still on the train, then we have to go after him. Do you know what he looked like."

"Nothing special about him," Gajeel said. "Just the fact he had a flute with a three-eyed skull."

"Seriously," Lyon said. "That's disturbing."

"A skull with three eyes?" Levy mumbled under her breath, then paled.

"What is it, Levy?"

"I recognize that flute. It's Lullaby, the cursed song!" Mira stared in recognition at the name "When played it will generate a curse song. Just think of all the death curses they are, then triple it. That's what Lullaby is."

* * *

At Kunugi Station, the passengers of the train were forced off by the arrival of a group of mages lead by a man with a scythe. The white-jacket man from before came out with the flute in his hand.

"Erigor-San," He said to the scythe-wielder. "I have managed to remove the seal from Lullaby." Erigor took the flute and grinned

"Excellent work Kageyama." He congratulated. "The death flute, created by the Black Wizard Zeref. With one performance, everyone who hears it will fall to the eternal slumber of death." He turned to his followers. "Get on the train, it's time Operation Lullaby began."

* * *

"Slow down, Mira!" Lyon shouted from atop the vehicle as Mira drove madly down the road. "You'll drain your magic too quickly, you won't be able to use it in the fight!"

"We can't slow down!" She shouted back, "If what's Levy said is true, then a whole lot of people will die by Erigor's hands."

Levy looked out the window and saw the passengers and the army. Overhearing what happen, she relayed to the other. "Eisenwald was just here, and they took over the train."

"Urh," Gajeel groaned. "Why a train, why not a boat or carriage?"

"It may be limited in movement," Lily replied. "But it can cover a large amount of ground in a short amount of time."

"So they need to get to their destination quickly." Lyon concluded. "And they need to do it where there's a lot of people who will hear it."

"Yeah, and I know just the place," Mira said as they entered the city. "Oshibana Station."

The magic mobile stopped by a large crowd in front of the station. Officials in front of the station were telling everyone to remain calm. The fairies pushed their way through the crowd.

"Hey!" Mira shouted at one of them. "What's going on?"

"Who are- ack!" Mira grabbed the man by the shirt and lifted him up. "Tell us, now!"

"The dark guild Eisenwald took over the station," He quickly answered. "We sent a platoon inside, but they haven't come back yet and the battle might still go on and please don't kill me." He sweated nervously as Mira dropped him.

"She knows how to get answers, huh." Levy stated as she dragged the still nauseous Gajeel. Mira turned to her guildmates. "They're inside, let's go." The five raced into the station, running past the fallen soldiers. Within the terminal they found the mages of Eisenwald, and floating above them was Erigor the Reaper.

"Welcome to our parlor," He stated. "Said the spider to the flies."

"Gajeel, get up." Levy tried to wake up the sick dragon slayer, but he would not budge.

"This will be difficult," Lily stated. "He had already ridden on a train, on a magic mobile, and on you."

"So now I'm a vehicle?!"

"So you're Erigor," Mira scowled. "What are you planning, and why do you need Lullaby? Tell me, and I'll kill you gently."

"Oh nothing much," Erigor said. "We didn't have many jobs, so we came here to play." He and his guild laughed, irritating the Fairy Tail wizards. Using wind magic he rose up more. "Don't you understand yet; let you give you a hint." He pointed towards four speakers.

"You're going to broadcast Lullaby over the entire city!" Mira shouted. "Are you insane?"

"That crowd outside," Lyon growled. "They'll be killed instantly!"

"Hundreds or thousands of fools are outside right now," Erigor laughed. "They enjoy their own rights while being ignorant of those whose rights were taken."

"Your rights as a guild were taken because you did not follow the law." Lily growled, walking forward. "You choose to live by death and money, instead of by life and morality."

"Leave them out of this!" Mira shouted at the shinigami. "They've done nothing to deserve death!"

"Living a life ignorant to the unfairness is a sin," Erigor stated."So it's time the reaper judge them for it, and they earned death!"

"You can't expect to get your rights back after causing mass murder!" Levy protested. Erigor smirked. "After going this far, it's no longer about rights; it's now about authority, the authority to control the present and the future."

"And the first thing we'll do," Kageyama shouted. "Is to wipe you fairies off the map." He sent a shadow past Mira, Lyon, and Lily and towards Levy. The others couldn't move to intercept, and Levy braced for the attack…

Only for it to be sliced apart by an iron sword. "You," Gajeel growled as he reverted his hand. "You're the punk that attacked me on the train." He smirked. "Well now we're on a real battle field. I'll take you all on." All five of the fairies entered their battle stances.

Erigor smiled. "Then let us begin. Or should I say, let my men begin." He flew off into a window going further into the station, while his men marched towards the fairies.

"Coward!" Gajeel shouted.

"Gajeel, Lyon," Mira commanded. "Go after Erigor, the two of you together can defeat him. Levy, Lily and I will deal with the rest."

"But-"

"Now!" The two compiled and ran quickly to Erigor's direction.

"Just us three against all of them." Levy muttered.

"We'll join them after dealing with these punks." Mira stated.

"They're going after Erigor-san!" One of the Eisenwald wizards shouted.

"Leave them to me." A man with a striped black-and-gold hoodie launch black cables from his fingers and use it to swing from the rafters after the two mages

"And me, that metal head must pay." Kageyama transformed himself into shadows and moved in the same direction.

"Guess that leaves us with the fairy girls," One of Eisenwald wizards said, and the rest continue to make lewd comments.

Mira growled. "Guess I need to teach you creeps a lesson." Lily transformed into his battle state and pulled out his sword, while Levy nervously brought out her pen. "Why do we always encounter pervert?" The Solid Script Mage mumbled.

Mira turned to her. "You wanted to know what my magic was, right?" Levy nodded and the older mage grinned. "Well know you get to see it in action." The ground under her crumbled as a cover of square-shape scales engulfed her.

"Take-Over Magic:" She shouted. "Satan Soul!" The scales faded, and a new figure emerged. Black claw-like gauntlets covered her hands and scales and fins reached up to her forearm, while dark violet boots covered her feet. Her normal wear was now replaced by a violet front-open one-piece. Her face was also altered, with elongated ears, a zigzag marking over her right eye, and her hair raised upwards. A long reptilian tail emerged from her back.

"First lesson," Mira said, her voice now deeper. "Insult Fairy Tail, and you won't live to see tomorrow. Second lesson," She raised and opened up her claws, a sadistic grin resting on her face. "Hell hath no fury like a woman scorned!"

 **Ladies and Gentlemen, I have brought you Mirajane Strauss, the She-Demonof Fairy Tail**

 **Erza: Well done, you definitely prepared for that scene.**

 **Mira: Ara ara, the characterization you written was pretty fun.**

 **Isn't it. I made a mix of the young and present Mira's, with the tomboyish and bad-girl nature of the younger mix with the maturity and compassion of the older.**

 **Elfman: This was a manly chapter! You wrote my sister as manly as she is!**

 **Ah, thanks Elfman. At least** _ **some**_ **people can be appreciated.**

 **Lily: You're ranting again.**

 **Quiet! I rant if I want to!**

 **Gajeel: What a drama queen.**

 **This, this is what I have to deal with! Okay, Digi, just some deep breaths. Ahhh. You guys are probably wondering about the style used by Lyon.**

 **Lyon: I'm pretty curious on that.**

 **Well, since you debuted with using one hand for your maker magic, I decided to do the same. This is only temporary though, just like Levy needing to use a pen for her magic.**

 **Alright people, make sure to leave reviews for this chapter, especially compliments and helpful criticisms. More reviews make me happy, and I'll be able to write new chapters.**

 **Lyon: Like you'll actually work on the next chapter.**

 **That's it! Obaa-san, I got two morons that need a spin!**

 **Lyon and Gajeel: AHHH!**


	6. The Shinigami's Wind Wall

**Ah, there's nothing more pleasing than a new chapter. Can you smell it?**

 **Levy: Smell what?**

 **The new chapter smell, it is a miracle of writing.**

 **Gajeel:...It's official, he's lost it.**

 **Well excuse me for making the intro interesting. Before we enter the next scene, I like to thank DeAmonQuEen, tfandanimefan, and the guest Circe for their reviews. And I like to thank psychoticKisshu, BloodyAyame23aka K, cool-girl027, and loganjwynn for following and favoriting Alternate Tail this week. Glad you guys enjoyed my portrayal of Mira.**

 **Mira: Ara, ara. I glad you think I fit in well with this team and the story.**

 **Lyon: You know it's a bit odd for our canon selves to do the commentrary, don't you think-**

 **Mira *Smiling with murderous aura*: Now Lyon, you don't think I can do this well as this self.**

 **Lyon: N-no Ma'am.**

 **Anyway guys, thanks for your reviews, and if you haven't already, leave some, feedback is encouraging. Compliments and criticisms help me grow. flames will just put out, and those that write them will have their souls shredded by Mira. Mu ha ha!**

 **...Sorry, did that seem too evil.**

 **Levy: It was very cruel.**

 **I'll stop then.**

* * *

 **Anyway now, here's the second chapter for the Lullaby arc, and it's disclaimer time. Mirajane?**

 **Mira: Of course. DigiXBot does not the right to Fairy Tail.**

 **Warning: Extreme Violence present.**

* * *

 **The Shinigami's Wind Wall**

Outside of the battle at Oshibana Station and within Clover Town, the guild masters were having their regular conference.

"I'm so jealous Makarov-chan," A fat, bald wizard wearing a dress said. "Your guild is so full of life and have many cuties." **This is Bob, the master of the Blue Pegasus guild, and yes, he's a man.** "I've already heard of that new girl who showed that duke who's boss."

"Oh, you must be talking about Levy," Makarov replied. He and Bob were sitting at a table for lunch with two other wizards. "She's our newest recruit, and she's bright as a bulb."

Bob chuckled. "I wouldn't joke so easily if I was you, Makarov." Another man at the table said. He wore black clothing and oddly enough a dog collar. **This wizard is Goldmine, the master of the Quatros Cerberus guild.** "Your wizards may be spirited, but they're destructive."

"Hate to agree with the overgrown puppy, but he's right." Said the fourth member, a short old lady with her hair in a large bun. **Here is Ooba Babasaama, the master of the Lamia Scale guild.** "I heard the council is afraid that your brats will end up destroying a town."

"Ah, let those blowhards worry," Makarov chuckled. "They're just jealous of how much stronger my children are, and how much sexier they are."

"Oh Makarov-chan," Bob joked. "You shouldn't talk about your children that way, you scoundrel."

"Keep your perverted thoughts to yourself," Ooba added. "Or you'll be getting a spin." She finished with a circular movement of her hand.

"Mail!" The four wizards turned and saw a bird with a wizard hat carrying a letter. "One letter for a Makarov Dreyar from a Lisanna." It dropped the letter in the short man's hand before flying off. "Ah, thank you." Makarov said as he drew a circle around the seal. The seal glowed and a small holographic image of Lisanna rested on the letter. "Hi master," The message said. "I'm glad you made it to the conference safe and sound."

"See that," Makarov showed the hologram around to the other masters. "This is Lisanna, one of our eye candies. Take a good look." A lot of the male guild masters agreed to his claim.

"Oh, by the way, master," The message continued. "You're not going to believe this. Mira-nee, Gajeel, Lyon, Lily, and Levy have joined up together." She continued to grin, while Makarov began stuttering with fear. "They'll be a force to be reckon with, huh, the strongest team ever. I didn't want to bother you, but I just couldn't wait to tell you! See you soon master." The message faded away.

"Mirajane," Makarov stuttered. "Gajeel, and Lyon. Three of my most destructive brats, in one team. Forget a town, they'll end up destroying an entire city!" He fainted in the shock.

"Oh my." Bob said with worry.

"Guess the council really does have a reason to worry." Goldmine stated.

"Do you think we need to spin him awake?" Ooba asked.

 _I hope this meeting will end soon,_ Makarov thought. _I need to get home fast before something crazy happens._

* * *

Back in Oshibana station, the Eisenwald wizards stared in shock at Mira's transformation. Some had their pants filled with pee, while others had their pants filled ... with something else.

"Wow," Levy said in awe. "Takeover magic. The magic to use the power of any being the wizard knows well."

"Don't just stand there," An Eisenwald wizard with whiskers shouted. "Kill them!" Several mages released range magic ranging from lightning to fire, but the three Fairy Tail wizards moved out of the way, with Mira leaping above them, aiming both hands at them.

"Darkness Stream!" From her hand came tendrils of shadows that wrapped around some wizards and crushed them into unconsciousness. She landed and moved quickly to the armada, launching volleys of physical attacks that send them flying.

"Try dodging this!" Another wizard attempted to snipe at the take-over mage with a shrapnel of magic energy. Mira saw the attack, and after a glint in her eye the spell redirected to another Eisenwald wizard. The sniper screamed as Mira grabbed him by the throat. "Anything else to say?" She asked with a sadistic grin as she threw him to five of his guildmates, knocking down all of them.

"How can someone be that fast?!" Questioned the whiskered wizard.

Meanwhile, Lily was using his sword to slash away at multiple opponents. "You may be bigger," shouted a swordsman wizard, one of the many that surrounded him. "But you must be slower too!" The swordsmen ran towards the Exceed, but when they regain their senses they saw their blades tangled together and the warrior missing. "A little advise," The swordsmen looked up and saw Lily flying above them. "Never make judgement until all information is gathered." He dived at them with his sword aimed, and at the impact he made a shockwave that blasted all of them away.

Levy herself was also dealing with a group of wizards racing towards her, also carrying wands and swords. "Hah!" One laughed. "We can deal with this kid!" Levy growled but then smirked. "So do you know kids that can do this? Solid:Script Oil!" With the flick of her pen a mass of oil in word-shape landed on the floor in front of them, causing the Eisenwald mages to slip past her. "Solid Script: Blade!" The word flew past barely above them, cutting down their weapons and cutting off the top of their hair.

"Oh no!" One said. "Our hair!" "We look like-kappas!" The Eisenwald wizards collapsed in shame.

"Nice work, kid." Mira complimented the Solid Script mage as she held an Eisenwald member in a choke grip with her tail. "You took care of them easily."

"Thanks, Mira-san," Levy replied. "It wasn't a big deal." _I actually manage to impress Mirajane!_ She thought with joy.

"But," The Take Over mage continued, throwing her victim to the wall. "Defeating them by embarrassment is a kinda lame way to win." Levy's excitement fell. _There goes all those points._

"Did that girl say, Mira?" A fatter mage asked. "Never mind that!" The whiskered wizard shouted. "We still got them outnumbered!" Surely enough the three fairies were surrounded by dozens of dark mages.

"Still this many," Mira scoffed. "Talk about a complete bother." She faced her compatriots. "Get down, now." The two did, and Mira raised both of her hands in the air. Magic energy was drawn from the environment, solidifying into a large black sphere that was raised above her. "Soul Extinctor!" Dark-violet beams blasted from the sphere to every Eisenwald wizard, overwhelming each of them with a powerful explosion. All that was left of them was the whiskered wizard and his fat comrade.

"You bitch!" The whiskered wizard shouted as he raced towards her with her fist glowing. "Try taking me down!"

"Wait, Byard!" The fat wizard shouted. "I know of her! It's Mirajane the She-Demon!" Mira stepped out of his way, then placed a claw on his back. "Evil Spark!" A large pulse of lightning burst from her hand and engulfed him. He then collapsed from the damage as Mira smirked triumphantly. After this Levy cheered and Lily transformed back to his normal form. The fat wizard, seeing the defeat of his guild, ran out of the room.

"He must be going after Erigor." Mira stated. She faced the blue-haired mage. "Levy, I need you and Lily to go after them."

"But why can't you-" Levy was about to ask when the She-Demon glared. "Now!" Levy shrieked (Because Mira is ten times scarier when in Satan Soul), grabbed Lily, and ran off after the escaped dark mage. "I can walk myself!" The Exceed protested as the two left the room.

Once they left Mira fell to one knee in exasperation as she transformed back to her normal look. _Fuck,_ She thought. _Between the magic-mobile and this battle, I lost too much magic._ She breathed heavily as she got up. _It's up the others to stop Erigor. I just hope those morons Gajeel and Lyon will work together._

* * *

Unfortunately, what Mira hoped did not match to what happened in reality, as the two 'morons' were arguing while racing down the hall.

"Freakin Demon!" Gajeel yelled. "How can she expect us to work together!"

"We're practically fire and water," Lyon countered. "Incompatible! Mira is just being selfish!"

"She just decided on her own what we have to do! It's not fair!"

"I can take Erigor all by myself!" Both of them shouted. They then growled at each other. "Don't copy me! I said don't copy!"

After a brief argument, the two arrived at the end of the hallway, where it splits into two opposite directions. "We'll have to split up." Lyon said.

"Fine by me." As Gajeel walked down one of the hallways, the ice mage called out to him. "Listen, Gajeel," Lyon said. "We're dealing with a maniac that's going to use a dangerous magic. If you find him, take him down fast."

Gajeel's eyes only delivered a stern reaction. "It's not just that," Gajeel replied. "He messed with us, messed with Fairy Tail. When I meet him, I'll crush him to the earth." Both wizards grinned at the thought, but once seeing each other's reaction they turned away. "Just don't die." Lyon muttered under his breath. Gajeel however heard. "What was that?"

"Nothing!" Lyon raced down the direction opposite of Gajeel's intended. "Just hurry up already!" Gajeel shrugged and ran his chosen pathway.

As the ice-mage travelled down the hall, he thought of Erigor's plan. _If he unleashes Lullaby, thousands are going to die. But he needs to broadcast it first, and the only place to do that is-_ He stopped in front of a door with studio on it's name plate. _The public broadcast system! He has to be here._ He kicked open the door, but to his surprise it was empty except for the equipment.

"I don't understand," He thought out loud as he entered the room. "This is the only place to broadcast over the city." Unbeknownst to him a shadowing figure was resting on the ceiling above. "It's like," He scowled. "It's like he never plan to use the flute here." The figure launch cables from his fingers at the ice mage, but the latter jumped out of the way.

The hoodie-wearing Eisenwald wizard lowered himself down using his weapons of choice. "I'm almost impressed with your instincts." He said, "course I'll have to kill you for them."

Lyon frowned. "So your plan is much more complex. why are you in the station if Erigor won't use it here?" The hooded dark mage responded with a strike of his cables at the fairies.

* * *

Outside the station, the worrisome crowd became to question the authorities once more.

"What's happening inside?"

"Why hasn't the army came back yet? Did the terrorist defeated them?"

"Why's the wind so strong today?"

The crowd grew more anxious as a certain white-haired wizard came out of the police also became just as anxious. "Hey," One of them said. "You're the girl that grabbed and interrogated me, then barged right in. What's happening inside?" To his disdain Mira ignored him except to grab his blow horn.

"Listen up!" She yelled to the crowd. "The dark guild Eisenwald has taken over Oshibana Station. They have a magic that will kill everyone around it. You want to live, then get the hell out of here!"

The civilians stared in confusion before their brains comprehended what they heard, then they panic as they ran as far from the station as possible.

"What are you doing?!" One of the officers shouted. "Are you trying to cause a panic?!"

"You rather have them here like lambs for the slaughter?" She counters. "Me and my team are doing everything to stop them, but we can't promise everyone will be safe. You guys should get out of here too!" In fear the officers left as soon as possible.

Mira smiled as the crowd ran off. _Without the civilians, Erigor doesn't have prey for Lullaby._ She frowned. _But who knows how he'll react._ To her surprise a large burst of wind flew behind her, caging the entire building. _The hell?_ She thought

* * *

Lyon dodged the attack as the cables trashed the machinery behind him. _He's just destroyed the equipment without hesitation!_ He thought _But that means…_

"Erigor didn't plan to use Lullaby here, did he?" The cable-user redirected his attack and sent them at the ice mage. "Ice Make:" Lyon shouted, raising his hand. "Ape!" The polar gorilla took the brunt of the assault.

"Nice pet," Mocked the dark wizard.

"What are you planning?" Questioned Lyon.

"Nothing for you to worry about," The Eisenwald mage smirked. "Erigor-San probably place the wind wall up by now."

"Wind wall?

"Just to keep you flies in here." The ice mage was now startled at the fact.

* * *

Outside Mira stared in shock as the rapid cyclone engulfed the building. "How?" She asked.

"Hmm." She turned around and saw Erigor floating above her. "What's a little fly doing outside her? Come to keep the crowd away?"

"What did you do Erigor?!" Mira shouted.

"I like to stay and fight," He launched a gale that pushed the Take Over mage through the wind wall. "But I'm in a bit of a rush."

"Erigor!" Mira attempted to punch through the winds, but pulled back as she felt pain on her wrist.

"Don't bother," Erigor mocked. "The wind wall is one way only. Anything comes in but nothing comes out, a full dome that shreds you to pieces if you approach. I'd call it a fly cage, but it's a bit big!" He laughed as he flew off.

"Damn it!" Mira shouted. She curled her fists, blood leaking from the one that hit the wall. "If the station isn't the target, then what is?"

* * *

The cable-wielding mage was thrown into the wall by the ice ape, who collapsed after the recent strain. "Enough games," Lyon demanded. "Why are you keeping us here?"

"We had to set a trap for you when you came out of nowhere." The hooded mage answered as he got up. "We originally needed to close the station to block the only transport to Clover Town; there's a huge ravine leading there and only trains and fliers like Erigor-San can get across."

"So he's going to use Lullaby there?! But why?!" Lyon shouted. The Eisenwald mage responded by sending his cables at the Ice-Mage, slicing his sides.

"No way," Lyon realized the truth as he recovered from the attack. "Clover town, that's where the Guild Conference is held. Your targets are the guild masters!"

The dark mage laughed while Lyon growled. "You think you can take them on? They're powerful mages!"

"Oh please, playing a flute to those unexpected geezers is child's play, too simple for Erigor-San." Stated the cable-wielder as Lyon marched forward, keeping a hand behind him charging with ice. "And you guys, the only ones that can get in our way, are trapped here. We're getting revenge on the ones who suppressed us, who kicked us out of the league, who-" He stopped gloating as a hand landed on his face.

"Don't bother," Lyon stated, ferocity in his eyes. "You'll all pay for threatening our 'parents'. Ice Make: Frost Ants!" A swarm of ants composed of ice crawled from the ice-mage's hand onto the cable wielder, traveling all over his body. Pain engulfs the hood-wearer as the ants bit on every piece of flesh, the frost emerging from them becoming a full chrysalis around him. Lyon left the room as the dark mage continued screaming and becoming swallowed by ice; the ice mage was determined to warn the others of Eisenwald's true plot.

* * *

Much later Lyon arrived at the terminal, where Mira was interrogating the fallen dark mages.

"Mira!" The take over mage turned and saw her teammate. "Eisenwald is targeting the town ahead, he's going to kill the guild masters!"

"I know!" Mira growled. "I just heard from these punks. Erigor just put up a wind wall to keep us here too!"

"I just saw it earlier," The ice mage replied. "One step too close and we're shredded paper. Any of these guys know how to break it?"

Mira shook her head, then paused. "Wait," She said. "One of their members, Kage, was able to break the seal of Lullaby by himself. He must be a dispeller!

"Then he could handle the wind wall!"

"We have to find him!" The two raced off into the hall. Unbeknownst to them, the whiskered dark mage Byard was still awake. "I know you're there, Karacka." The fat mage that ran off before was emerging through the walls. "S-sorry I ran." He said.

"Never mind that." His guildmate replied. "You know those fairies are getting Kage to dispel the wall. Get to him before them."

"B-but, I can't take them both on. I can't save Kage." Karacka stuttered. Byard smirked "Who said anything about saving?"

* * *

Mira and Lyon ran through the hall where they found Levy and Lily. "Levy!" The solid script mage turned. "Mira-San!" She bowed apologetically, with Lily becoming dizzy from the motion. "I'm sorry, I couldn't find the dark mage you told me to find."

"Forget it," Mira replied sternly. "Erigor placed a wind wall around the station. We need to find the shadow mage from before, he's a dispeller."

"I know he went after Gajeel," Levy said. "So we'll find both of them at the same place.

"Then let's go," Lyon said as the four raced off. "We don't have much time," He explained to Levy. "Erigor plans to kill the guild masters using Lullaby."

"I just hope Gajeel leaves him in one piece." Mira added.

"Could you please let me go now?" Lily asked the Solid-Script mage.

* * *

Meanwhile Gajeel was tearing through the hallway trying to locate Erigor. He punched through the walls, checked the room, then moved on. A shadow was hiding on the ceiling, confused as Gajeel continue to cause havoc.

 _Does this guy not know how to use doors._ Kageyama thought. _I could just leave him here with Erigor gone, but-_ He popped out from behind Gajeel then kicked the dragon slayer into another wall. _I wouldn't get my revenge!_

"Gahh!" Gajeel shouted as he got up. "You again! Where's your fucking boss at?!"

"Oh Erigor-San, I'll tell you where he is," He launched a shadow at the dragon slayer. "If you can beat me." Gajeel jumped out of the way as a shadow fist popped from the ground. "So I have to beat ya to find Erigor, huh. Ghi hi, I like those odds."

"You may be fast," Kageyama said. "But no one can outpace this." Slamming both fists on the ground, he summoned from it four shadow snakes. "The Orochi Shadows. They'll chase you to the ends of Earthland. Don't bother dodging." He sent the serpents at the dragon slayer.

Gajeel smirked. "Who said anything 'bout dodging?" Gajeel's skin became iron scales right before the snakes reached him, and when they try to bite him, they faded away from the hardness.

"Impossible," Kageyama was now afraid. "They dissolved just when they bit him, and he didn't get any damage. What kind of mage is he?" But then he was punched by Gajeel with intense force. The dragon slayer then grabbed the mage and threw him into the wall. Collapsing on the ground, he could only mutter "monster" as Gajeel laughed at him.

"Ghi hi hi! Look's like I won, and now you have to tell me where Erigor is."

"Too late, idiot," Coughed Kage. "Erigor's already left."

"What!" Gajeel shouted, marching to end the mage.

"Gajeel, wait!" The dragon slayer groaned and saw his teammates running towards him. "We need him!" Mira shouted as she ran passed him.

"Since when?!" He protested.

"Erigor placed a wind wall around the station," Levy said as she dropped Lily. "We need him to dispel the trap in order to escape."

"He's going to use Lullaby on the guild masters." Lyon said. "So we need to get out of here fast."

Mira pushed Kage onto the wall with one hand on his throat, then transformed the other into her Satan Soul's claw. "You're going to nullify that wind wall," Mira demanded. "Or I will remove your jewels." Kage, and soon the other males once they realized what she meant, winced at the threat.

"Okay," Kage paled. "I'll do-Akk" He choked out blood as a knife appeared in his back.

"No!" Mira said as she pulled him from the wall. Everyone stared in shock at the scene, Levy was holding her hands to her mouth in worry. From the wall came Karacka, paling at what he has done.

"Shit!" Lyon cursed as he and Levy raced towards Mira. "Our only hope, gone!"

Gajeel stood and stared at Karacka in anger as the others attempt to help Kage, with Mira pulling the knife out and Levy using her magic to make a gauze for the wound.

"That man," He said to the phasing dark mage. "He was your nakama!" Afraid, the Eisenwald wizard disappeared through the wall as Gajeel roared and sent an Iron Dragon Sword through it, breaking it down and piercing the assassin through the shoulder.

"Pull yourself together!" Mira yelled at the shadow mage.

"No point Mira," Lyon stated. "He's unconscious."

"I can't let him die!" She protested. "He has to do it!"

"He can't use his magic in his condition!" Levy shouted.

"He's the only one who can!"

Gajeel grabbed the bleeding Karacka and lifted him up. "Is this what you dark mage are about?!" He transformed his arm to sword form and held it to the Eisenwald wizard's neck. "Killing your guild mates like that?!"

"Enough!" Lily shouted. Everyone stopped what they were doing and turned to him. "We can't waste any more time. We need to find another option to escape." He turned to his partner. "Let him go Gajeel, he's not worth it." Gajeel growled but complied, yet not before throwing his captive to the ground.

The five fairies returned to the entrance, bringing the injured Kage with them. The temporary gauze Levy made was replaced with proper bandages. "Come on, Kage," Mira begged the unconscious wizard. "You have to help us out."

Gajeel could no longer wait, and with a primal scream he charged into the wind wall, only to bounce back from the wind, scratches already present

"Idiot!" Lyon shouted. "You can't use brute strength on it!"

"Then I'll just hit harder!" Gajeel shouted before covering himself in his armor, then charged once more, but faced the same results.

"Gajeel, stop!" Lily protested. "You'll kill yourself!"

"I don't fucking care!" He then tried to hit the winds with his fist, but was blasted back by the recoil.

"Stop Gajeel!" Levy said. "You'll end up shredded!"

Gajeel ignored her and ran towards the wind wall. "I said stop!" She leaped and wrapped her arms around the dragon slayer, causing him to stop. He turned and saw tears present in her expression.

"We all want to save master and the others," Levy said. "But you dying isn't going to help!" Gajeel relented and turned back to normal, while Levy sighed and wiped away her tears.

 _Gajeel, why do you have to think you're invulnerable._ She thought. _We can't just use Iron Dragon Sword to break through it._

 _Wait, sword, through, that's it!_

"What?" Gajeel asked under Levy's intense stare. The Solid Script mage got up while grinning. "I know how we can get out!"

Everyone turned to her. "Really?" Mira asked hopefully.

"Of course," She turned back to Gajeel. "First, Gajeel, we need a sword."

Gajeel smirked and unleash his his Iron Dragon Sword. "Like this."

"Close, but I need it to be cylinder shaped and have an incline plane wrapped around it." Gajeel blinked, causing Levy to groan. "Just make it screw shaped." The dragon slayer complied, grunting a few seconds before his arm took the shape.

"Okay, the next thing is that Gajeel needs to upside down with the sword touching the ground."

"How come?" Mira raised her eyebrow. "Just trust me." Levy smiled. Mira shrugged and the two girls along with Lyon and Lily lift Gajeel up and put him in the said position. "Now we just have to hold him in place. Lyon?"

"On it." He blasted ice onto Gajeel, creating supports that held the Dragon-slayer upright. "It won't last long, though."

"Should last more than enough." Levy replied as she held up her pen.

"Seriously Shrimp," Gajeel asked. "How is this suppose to get us out of here?"

Levy smiled worriedly. "Sorry about this." Before Gajeel could ask, Levy shouted and wrote "Solid Script: Spin!" And the word hit Gajeel. Immediately Gajeel began rotating at high velocity, with enough torque to not only blast away the ice but also push the concrete floor out of the way as he continued to dig through the floor

"Arghhhhh!" He screamed as he went deeper into the earth

"Nice work, kid." Mira smiled. "Didn't think about going under."

"Thanks," Levy rubbed the back of her head."Now let's go." The two girls jumped into the hole after Gajeel. Lyon was about to join them when he saw Lily (In battle form) picking up Kage. "Why are you saving him?" The ice mage asked.

Lily frowned. "It would be dishonorable to leave him in this state." Lyon sighed, but he helped Lily carried the injured mage through the hole.

After much digging, the six mages emerged outside the building, feeling the intense gale emanating from the wind wall. Lily placed down the injured Kage, then reverted to his normal state and walked over to Gajeel, who was trying to regain his balance.

Kage woke up and was surprised that he was outside Oshibana station. Mira saw his awareness and smiled. "Glad you're awake."

The dark mage smirk. "This doesn't change anything. It's impossible to catch up to him now. You...failed." He fell to his fatigue. Mira looked back at her team, but notice a gap.

"Where's Gajeel?" She asked. "He's not here, and neither is Lily."

* * *

"There it is," Erigor said, standing on the train tracks. The tracks were elevated over a large canyon. Past the canyon was a small town surrounded by forest. "Clover Town, where the guild masters gather. Took me longer than expected thanks to the Wind Wall spell, but I'm back to full strength. Time to make those old geezers pay." He levitated himself up and began flying towards his destination when a voice called out.

"Hey reaper!" He turned around and saw Gajeel and Lily flying towards him. Lily threw the dragon slayer at Erigor, with Gajeel kicking the Eisenwald wizard to the ground.

Gajeel landed on one knee with ease while Lily had more difficulty. "Used up too much magic," The Exceed panted. "I can't transform or fly." He then fainted.

"That'll be alright." Gajeel said. "I'll deal with him on my own"

"Why," Erigor growled. "Why are you here, fly?"

"Ain't it obvious," Gajeel smirked. "I about to smash you and your little flute to pieces."

 **Welp, this was a good chapter, don't you say. I think I did a great job here.**

 **Mira: I definitely enjoyed the battle scene. You did a good job displaying my magic.**

 **Thanks, only the best for Team Gajeel.**

 **Lyon*Deadpanned*: We're actually called that?**

 **Yep, the main characters of canon are referred to as Team Natsu, so the same principle applies.**

 **Gajeel: Why the hell was I used to dig like that? What am I, a tool?!**

 **Natsu and Grey: Well…**

 **Gajeel: Oh, shut up!**

 **Levy: I could have just used Solid Script: Drill.**

 **True, but it wouldn't have been as efficient, or as funny. Anyway people, leave reviews and constructive criticism. Flames will either be feed to Natsu or put out by Lyon. In the next chapter: Gajeel vs. Erigor and Team Gajeel vs. Lullaby.**

 **Lyon: Couldn't you pick a better name?**

 **Quit complaining, you. Remember to leave some reviews please. And take a look at my new community Fairy Tail Novus: Meeting at Hargeon, with stories that alter the meeting at Hargeon with new characters. Favorite on Fanfiction Archives and follow if you have not done so, this is DigiXbot from An Alternate Tail.**

 **Levy: Did you just parodied Alternate History Hub?**

 **... Maybe. Don't sue me Cody.**


	7. Fall of the Reaper, Roar of the Flute

**Okay people, it's the finale for the Lullaby arc. First I like to thank Fairy of the Fritz, Fox-Sin, Redder 45, Ultimate Black Ace, summer490, venicetwc, and Johnny Spectre for favoriting and following Alternate Tail this week, as well as taking Fairy of the Fritz, DeAmonQuEen and Shadowwolf1997 for their reviews.**

 **FotF, glad you enjoy my team, especially with Mira and Levy. And don't worry, Levy won't be needing a medium pen forever. She'll be growing stronger as a wizard and as a person as the story goes on.**

 **And DeAmonQuEen, thanks for really enjoying my story. Yes, I plan to have more characters join the interlude. And I'm glad you enjoyed the drill scene.**

 **Gajeel: I didn't! It was fucking torture to go through!**

 **Well you should have expected that when you signed a contract.**

 **Gajeel: I didn't sign a contract! NONE of us did!**

 **Huh, I thought I have gave you guys contracts. Oh, well. Can't sue me without one.**

* * *

 **Now with that settled, we start the end of the arc with Black Steel Gajeel vs. Erigor!**

 **Gajeel: Ghi hi hi! Bring it on. This will make up for the drill thing.**

 **Disclaimer first?**

 **Gajeel: Sure, I'm in a good mood. DigiXBot doesn't own Fairy Tail.**

* * *

 **Fall of the Reaper, Roar of the Flute**

Behind the upcoming battle, Mira was driving the Magic-Mobile on the tracks. Levy, Lyon, and an injured Kage were sitting inside the carriage.

The said shadow mage was staring at the two Fairies. "What?" Levy asked.

Kage scowled. "Why did you bring me along?"

"The entire town was evacuated, so they were no medics around." She replied. "So we'll be dropping you off at Clover Hospital, hopefully before any infections kick in."

"Although," Lyon inputted. "We wouldn't have to worry about that if…"

"Lyon, we are not using that plan!" Mira shouted from the front.

"Hey, leeches are a practical medical practice in many well known hospitals." The ice mage protested. ( **It's true, Leeches were used for thousands of years.)** "And my maker magic would replicate their abilities."

"It's not right!" Kage shouted.

"Oh, everyone's a critic!"

"I was talking about saving me!" The shadow mage replied, then blinked. "But yeah, the leech idea is pretty bullshit too.

"Oh come on!"

"We're enemies, you shouldn't place your pity on me." Kage scoffed. "Are you planning on using me as a bargaining chip on Erigor? Then it'll be a waste of time, you saw what happened before at the station, Erigor won't hesitate to reap me."

"You don't have to be pessimistic about it." Levy stated.

"Jeez, if you want to die so badly I can kill you right now." Lyon said.

"Lyon!" Levy shouted.

"You can't see every fight as win or die," He continued to the shadow mage. "There's a whole lot more to life than that. Try to be more positive."

Kage looked down and scoffed. "Live more positively, like a fly, yeah right." He and the others were startled when the vehicle shook.

"Sorry about that!" Mira shouted. Up front she sighed. _My sight is getting worse by the second. I can only go so far…_ She sighed, then push the magic-mobile to max speed. _It's up to Gajeel to stop Erigor, or Master and the others will die._

* * *

"I don't know how you got past the wind wall," Erigor growled. "But I don't have much time. You know how it is, places to go, people to kill."

"Not going to happen." Gajeel grunted "Ya have to get past me first."

"You flies are a nuisance," The Shinigami move his hand in a triangular pattern, and a blast of wind pushes Gajeel back a few feet.

"Shit!"

"You won't be lucky next time." Erigor launched another wind towards Gajeel side, but while the dragon slayer shook, to the former's shock the latter's feet barely budged.

"What!" Erigor shouted. Gajeel lifted one of his feet, showing a blade coming through the sole of his show. "Iron Dragon Foot Blade," Gajeel smirked, then placed it down. "Handy, or maybe footy, for pesky breezes." _Have to be careful,_ the dragon slayer thought. _With Lily out I won't be able to fly out of that rift if I fall._

 _That kind of trick,_ Erigor thought, _What kind of mage is he?_ He was startled when Gajeel use Iron Dragon Club onto the ground to propel himself into the Shinigami. _He has blades into the tracks and he can still move as normal?!_

"Iron Dragon-"

"Enough!" Erigor moved out of the way and used a wind spell to disrupt Gajeel's momentum. "Your tricks won't keep you safe from this, Storm Bringer." From his hands came a powerful twister that pulled Gajeel into the air. The wind mage grabbed him and threw him onto the tracks.

"Time to end this." Erigor landed and swung his scythe at the unconscious mage, but the blade was stopped by a limb.

"What! He stopped it with just his arm!"

"Che," Gajeel smirked. "I didn't even have to armor up." Gajeel took a deep breath and unleashed his Iron Dragon Roar at Erigor, but the dark mage moved above the roar.

"Oi! Don't just fly off, ya sneaky coward!" The dragon slayer shouted.

 _How can this guy be so powerful,_ Erigor thought. _Is this the power of a Fairy Tail wizard?_

"I have dangerously underestimated you," Erigor stated. "It's time to fight seriously, just you and me."

Gajeel grinned. "Ghi hi, bring it on!" Erigor crossed his arms over his body and shouted "Storm Mail!" causing the winds to rapidly rotate around his body, leaving no part unguarded.

Underneath the wind armor, the Shinigami smirked. "Here I come!" And he crashed onto the platform, pushing back the dragon slayer.

Gajeel got up and growled. "Iron Dragon Sword!" He swung his own blade at Erigor, but it was deflected.

"What!" He shouted. Erigor began chuckling, causing Gajeel to launch an "Iron Dragon Club" at the wind mage, but even that was futile as it was pushed back.

"How the hell aren't my attacks getting through?!" Gajeel yelled. Now Erigor was full out laughing.

"You fool, my Storm Mail is completely indestructible. You think some basic weapons will stop me." The winds around Erigor increased, becoming a powerful typhoon. Even Gajeel's foot blades barely countered it, the dragon slayer slowly being pushed back. In the midst of this, Lily began to wake up

"I am Erigor the Reaper!" The Shinigami shouted. "My winds can cut down whole forests!" He launched blades of air at Gajeel, who was struggling to avoid all of them. Growling, Gajeel launched himself at the reaper with his hands covered in iron scales. "Iron Dragon Hard Fist" He shouted, but was pushed back onto his back by the intense gale as Erigor continued monologuing. "My tempest can bring down complete monuments!"

Now Lily was fully awake, and from his position he was worried about Gajeel's state. "And my Emera Baram," Erigor finished. "Can shred down entire armies."

Lily was now frightened. "Gajeel, look out!" Gajeel brought himself up to face the Shinigami, but was too late as Erigor launched a full whirlwind at him, engulfing the dragon slayer and pulling off pieces of the railway.

When the winds fade away, Gajeel was covered in full scales and his upper clothing was shredded, but he had trouble staying up. "I didn't expect you to be in one piece," Erigor stated. "Much less barely standing, guess I have to be direct." He began marching towards the dragon slayer.

"Gajeel!" Lily shouted at his struggling comrade. "You can't just use brute force, you need to use your head. Try to remember what Erza taught you in her lessons."

"Lessons!" Gajeel shouted at his partner. "Those were more like torture sessions, and I was trying to forget those!"

"Just think of something!"

Gajeel turned away from Lily and saw Erigor walking towards him. _Shit,_ Gajeel thought. _Can't go head on against him. All that dumb wind orbiting him like some damn top. Wait a minute…_

"Any last words," Erigor taunted. "I can share them to your master before I kill him along with the rest."

"Yeah," Gajeel smirked. "Have ya taken physics?" Before Erigor could respond, Gajeel leaped upwards above him. "Iron Dragon Lance!" Transforming both of his arms to poles, Gajeel began to spin in the opposite direction of Erigor's Storm Mail, and landed head first on top of the wind armor still spinning.

"You fool!" Erigor laughed. "You think attacking the top is any different, even fully armored. Storm Mail is invern-" He stopped as he realized the winds around him were slowing down. To his shock, he realize the dragon slayer's attack was not only causing a negative torque onto his own winds, but also generating winds of its own that countered his. "What are you doing?!"

Gajeel smirked. "Ain't it obvious. I'm using my head!" As soon as the Storm Mail faded away, Gajeel stopped spinning and headbutted Erigor, then grabbed him and threw him to the sky.

 _Could it be true,_ Erigor thought as he began to fall down. _Dragon Slayers still exist in this era?_ Erigor fell unconscious once he hit the ground, with Lullaby falling out of his cloak.

"Ghi hi hi!" Gajeel laughed. "So much for Erigor the Reaper, more like Erigor the Runt!"

"Excellent work, Gajeel." Lily said walking towards him. "You did a good job using your head in a tough situation."

"Yeap," Gajeel laughed. "My headbuts were too much to handle."

Lily sweatdropped. "That's not what I meant." As the two were talking, neither notice a faint smoke coming out of the mouth of Lullaby.

"Gajeel! Lily!" The sound of a certain letter mage grabbed the two's attention and they saw their friends (and Kageyama) driving towards them.

"Oi," Gajeel shouted while smiling. "What took ya so long? I already crushed this punk!"

"Nice work, metal face." Mira smiled as she and the other fairies got out of the magic-mobile, though she groaned with her weakened state.

"Are you okay?" Levy asked concerned.

"I'm fine," The takeover mage stated, placing her hand on her head. "I'll be back to normal soon." Levy helped her walk to the Dragon Slayer.

Meanwhile Kageyama, who was still in the vehicle, was in shock. _This shouldn't be possible!_ The shadow mage thought. _How can anyone defeat Erigor-San?!_

"Keh," Lyon said to Gajeel. " Don't let such a win get to your head. And where's your shirt, you look like an idiot."

"Well, ain't that the kettle calling the pot black!" Gajeel growled. He turned to Levy. "Oi Shrimp, give me your clothes!"

"No way!" The letter mage protested, using her arms to cover her chest.

"Anyway," Mira said. "You did alright Metal-Face, Erigor won't be bothering anyone, much less the masters." The Fairy Tail wizards were now smiling at their victory. "Since we're here, we can finish the way to Clover Town. We need to tell the masters about Lullaby and ask on what to do with it." She smirked. "Plus, I want to see the look on master's face when he see's our team."

Their sense of victory was short lived when the roar of an engine filled the air as Kage drove the magic-mobile pass them, knocking them onto the tracks.

"Kage!" Mira shouted. "What are you doing?!"

Kage grabbed Lullaby from the ground. "I told you it was wrong to save me!" He shouted gleefully. "Now that I have Lullaby, I'll finish what Erigor started. You flies were too slow!"

The shocked fairies could only stare as the dark mage drove away.

"Fucking bastard!" Gajeel shouted.

"How could he!" Levy yelled. "After we saved him!"

"We need to go after him!" Mira shouted. The five Fairies raced down the railway, praying they would not be too late to save the masters.

* * *

Later that evening, Kage was on a hill overlooking the Guild Master Conference.

 _Excellent._ He thought as he saw the guild masters still inside. _They're all here, and they'll be able to hear Lullaby from this distance. The time has come!_ A random laugh frightened him, and he turned and saw Makarov sitting on a nearby rock, reading a dirty magna.

"Oh wizards these days," Makarov laughed as he was reading. "They're so good, both in power and in body! Especially in the photo shoots!" He suddenly got off the rock and put the magazine away. "No, I must focus, I need to get back to stop those brats-" When the older wizard turned around, he was startled to see Kage, who was staring in confusion.

"It's not what you think!" Makarov proclaimed, flailing his arms for effect. "This is for… research! Nothing to be ashamed of!"

"Um, I don't think you have to worried about that." Kage deadpanned

The old master took in Kage's appearance. "You have some serious injuries, you should head to the hospital soon, they might have some leeches to remove any infections." He turned around and began to walk away.

Kage sweatdropped at the statement. _Again with the leeches. Why would anyone- wait! That's Makarov Dreyar, the master of those flies!_

"Um, excuse me, sir." Makarov turned back as Kage pulled out Lullaby. "If it won't be too much trouble, would you like to hear a song?"

"Hmm," Makarov pondered. "That's a creepy looking flute you got there."

"Oh, but it can play some amazing music."

Makarov sighed. "Fine," He raised up a finger. "But one song only, I'm in a hurry."

"Okay," Kage said as he raised the flute to his mouth. "Just listen carefully."

As Kage was about to play, he remembered everything Erigor said. How legal guilds were nothing more than arrogant weaklings. How Eisenwald can get revenge by killing the guild masters.

But before even a note was released, doubt stopped him. _How can this change things?_ Kage thought. _We won't become a legal guild by killing the masters, we'll end up being hunted. And those flies, those fairies, they were nothing like what we heard._ He struggled to begin playing, but he could not.

 _They thought of living at ease with each other, and they were compassionate. My own guild mates killed me to prevent the fairies from escaping, yet that metal mage was riled up for_ my _sake, and we were just fighting before. His guildmates were worried too, they patched me up and wanted to take me to a hospital. That's more than any Eisenwald wizard did for their own._

Behind the trees the five Fairy Tail wizards managed to arrive. "There's the shadow punk!" Gajeel growled.

"And Gramps is with him." Lyon stated in worry.

"We have to stop Kage!" Mira commanded. But a shush stopped them as Bob popped in.

"Shh," He whispered, startling Lyon, Gajeel, and Levy. "The best part is coming up." He turned to the ice and metal mage. "Oh, aren't you two such cuties!" He gave them an air kiss, causing the two to freeze up.

"That's Blue Pegasus's master…" Levy said.

"Bob-San!" Mira said. Bob faced the girls. "Oh my, Mira-chan, you've grown so much."

"You should listen to him, you know," Goldmine said arriving. "This is going to be a good show."

Levy stated "And that's Quartros Cerberus's master," "Goldmine." Lily finished.

"Well, " Makarov asked by the hill to Kage. "Are you going to play or not?" Kage nervously move the flute to his mouth.

"No!" Lily tried to move to stop the shadow mage, but was stopped when he suddenly started spinning. "Easy there, you macho Neko," Ooba said twirling her finger. "Just sit back, this is going to be interesting." She stopped spinning and Lily stumbled in a dizzy state.

Levy recognized the old woman. "You're Lamia Scale's master…"

"Ooba Babasaama." Mira concluded. "But why aren't you letting us stop that wizard?"

"You have to trust in your master, Sweetie" Bob answered.

Back in the clearing, Kage was still struggling to play the flute. _Why can't I play this? Everything is supposed to change!_

"You know nothing will change," Makarov said solemnly as if he read the shadow mage's mind. "Weaklings will stay weak forever." Kage brought the flute down in shock.

"But weakness isn't evil," Makarov continued "since human beings are already weak creatures to begin with, even wizards are weak alone. And alone is where weaknesses strikes, where insecurity can grab hold." The older wizard gave a fond smile. "Which is why we form guilds, to have nakamas, and a family that can help us. We walk together so we can live strong lives.

"The clumsy ones of course will run into more walls, and take longer to find that family. But by believing in tomorrow and taking the chance, you'll be able to gain your own strength naturally, and finally be able to smile." Now Makarov gave a cheeky smile. "Without having to depend on a flute, of course."

Kage was now shocked by the last statement. _He knew about everything! Amazing…_

"So," Makarov said. "Will you play or not?" Kage responded by dropping Lullaby and falling to his knees. "I surrender," He said to the old master. "I don't want to do this anymore." Makarov nodded in understanding.

"Master!""Gramps!" The old man turned and saw his children running towards him. "What are you brats doing here?!" The five hugged him tightly. "That was an awesome speech, master." Mira said.

"You got him to stop with it," Lyon said, patting the old man on the head. "You're awesome Gramps!"

"Thank you, now pull away, and stop patting my head!" The five wizards complied with the task as the other masters walked over.

"Finally, it's over," Gajeel stated, sighing at the relief.

"In that case," Levy said, turning to Kage. "We need to take you to a hospital."

"I don't know what's happening," Bob said to Kage. "But you're pretty cute, too."

"Enough," A morbid voice pulled everyone's attention to the fallen flute, now spewing smoke. "I have grown tired of you gutless wizards.!"

Everyone was now startled at the recent revelation of the flute. "The smoke!" Lily shouted. "It's taking on a shape!"

"I'll eat you myself!" The smoke shouted, beginning to solidify. "Your souls...belong to me!" The smoke took the form of a two-story tall wood monster, with a hollow center and a three eye skull for a head.

"What the hell!" Gajeel shouted. Everyone, from the group gathered outside to the wizards still in the conference hall, stared in shock at the monstrosity.

"How?" Kage asked. "Erigor-san never said anything about this!"

"Oh dear." Bob chuckled, though even he was nervous.

"It's a demon from the book of Zeref!" Goldmine shouted.

"I have waited too long," Lullaby shouted. "so I shall devour your souls!"

"Like hell!" Gajeel shouted. "Wait! Souls are edible?! Do they even taste good?!" He asked his Exceed partner.

"That's not a question we should be asking!" Lily shouted back

"The flute must be a form of living magic." Levy analyzed.

"That's a trademark of Zeref's magic," Ooba grumbled. "Especially those Etherious!"

"Wait, Zeref!" Lyon exclaimed. "You mean the one from ancient history?!"

"Oh yes, the Black Wizard Zeref, the most atrocious of history." Bob stated. "I never imagined one of his legacies from centuries ago would reappear."

"Now…" Lullaby growled. "Whose soul shall be devoured first. Eenie, Meenie, Minee- All of you!" He began charging up his attack in his mouth.

More wizards came from the building and stared in shock at the monstrosity. "Who can stop it?!"

In an act of bravery Mira, Gajeel, Lyon (Already without his shirt), and Lily (In battle form) rushed forward at the demon. Mira and Lyon ran towards Lullaby's legs.

"Satan Soul!" "Ice-Make: Snow Tiger!" Mira transformed into her Satan Soul then slashed at the demon's left leg, while Lyon sent an ice-based tiger to cause massive damage to the other leg. Lullaby let out a roar of pain at the damage it felt.

"That was takeover magic!" Goldmine shouted.

"And that other boy used ice magic!" Ooba added. "Boy would it be fun to have him in my guild!"

While roaring, Lullaby felt a series of stings on one of the legs. It look down and saw Gajeel running up it, letting out his own vocal roar.

"Iron Dragon Club!" Gajeel sent out his attack and punch the wooden demon in the face, causing it to stumble and lose some of its wood. It screamed as it felt Lily driving his sword up its back, before pulling it out and slashing at the demon's neck.

"That guy just blew away the demon's body with that attack!" One of the older wizards shouted.

"How can anyone transform like that, is he even human?!"

"What about that cat, it just slash through the demon like it was butter!"

"How irritating!" Lullaby roared as it shoot out sound blasts towards Gajeel and Lily. Lily grabbed onto his partner and the two manage to dodge it, but now it was heading to the old masters.

Before it could hit them, Levy jumped in the way. "Solid Script:" She wrote a term with her pen. "Block!" A large "block" appeared in front of them, and it held back the intense attack before fading. Her feat amazed the guild masters.

"That girl just stopped a blast from an Etherious!"

"I've never seen Letter Magic like that!"

Makarov himself was grinning at his children, fatherly pride filling his eyes.

"It's time to end this!" Mira shouted. "Go for it's heart!" A pair of bat wings emerged from her back, and she soon took flight towards Lullaby. Magic energy formed a black sphere between the take-over mage's hands. "Evil Explosion!" She threw the sphere towards the demon flute.

"Ice-Make: Water Serpent!" From Lyon's hand emerged a large serpent compose of ice that wrapped around Lullaby as soon as Evil Explosion enter the chest, trapping it inside the demon, who roared in agony.

"My turn!" Gajeel shouted as he and Lily flew in front of Lullaby. "Iron Dragon Roar!" Lily held the dragon slayer in place as Gajeel let off his attack towards the energy sphere inside Lullaby, causing it to erupt and blow fragments off it. The damage was soon significant that Lullaby collapsed onto the Guild Conference building, losing the life from its eye.

"Kah ka ka!" Makarov laughed. "Well done, all of you!"

"You guys did it!" Levy said excited, running towards her guildmates. "You guys really are the strongest team."

Gajeel grinned. "Hey, don't forget Shrimp, you're part of this team too." Levy smiled back at her friend.

 _So they're Fairy Tail's Strongest Team._ Kage thought. He and the guild masters were admiring the strength of the five wizards, the latter saying their praises out loud. Tears filled Kage's eyes, now realizing the strength of a true guild

The new team smiled at the victory they have accomplished. And Makarov was placing them up. "What do you think?" He shouted in joy. "They're the best, aren't they?"

"It wasn't much trouble." Lily said nonchalantly.

"Ghi hi! Piece of cake!" Gajeel shouted.

"I can take on another one anytime." Lyon said.

"Maa, shame I couldn't absorbed it." Mira shrugged

"There's nothing compared to them." Kage smiled, suddenly he was grabbed and hugged.

"Come on now," Bob said, holding Kage close. "We have to get you to a hospital." Discomfort now covered Kage's face.

"No idea how Lullaby got here in the first place," Goldmine stated. "But we really own them one."

"We sure do," Ooba agreed. "But now we have to deal with that!" She pointed at the still cheering Makarov, still excited for his children. However, he stopped when the smoke from where Lullaby fell began to fade away, and in a sense of fear his soul began leaving his body.

"Master?" Mira asked in worry. The other wizards were confused by the old man's behavior until they saw the result of the battle: The Guild Master Conference Building was completely destroyed.

"Oh crap." Lyon deadpanned.

"Damn," Gajeel stated. "We really fucked it up, didn't we."

"I think it might be time to head home." Levy stated nervously as the other guild masters (Sans Bob, Goldmine, and Ooba) became furious.

"Run!" Mira shouted as she grabbed Makarov (And his soul) as the six fairies attempt to get away from the angry mob, the five already running towards their next adventure.

 **And that's a wrap of the first arc, I think I did a pretty decent job.**

 **Erza: You written the story well, DigiXBot. However, *Serious glare* I have a problem with a statement near the beginning of the story.**

 **Is it the leech thing?**

 **Erza: No, actually that is a helpful medical treatment, as Master and Lyon said.**

 **Gray: Seriously?**

 **Erza: The problem is Gajeel referring my tutoring as "torture sesssions." I find that hard to believe. Natsu enjoyed learning from me, right Natsu?**

 **Natsu *Nervously*: Y-yeah Erza, they were really helpful.**

 **Lyon: Still can't believe the damage we've caused. I already heard of the destructiveness so many times, but is this really normal for Fairy Tail?**

 **Levy: Yeah, pretty much.**

 **Mira *Cheerfully*: It's normal to expect some collateral damage from every mission.**

 **Lucy: You get use to it after a while.**

 **Lyon: Okay...**

 **Well then folks, time to wrap it up. Next Wednesday we'll start the Galuna Island arc (Gray fans, you** _ **may**_ **not enjoy the next arc)**

 **Gray: What do you - Oh come on!**

 **Juvia: Gray-sama is going to be in the next arc. Juvia is excited!**

 **Yeah, Juvia, you probably won't be enjoying the next few chapters. But I'm sure the rest of you might. See ya Wednesday. And check back early this Friday for a bonus omake chapter.**

 **Bob: We'll see you then~.**

 **Natsu, Gray, Gajeel, and Lyon *Disturbed*: ...So creepy.**


	8. Omake: Mystery of Clover Canyon

**Okay boys and girls, today we have a special treat**

 **Happy: Really! What is it?**

 **The first Alternate Tail Omake! We'll be adapting "Natsu Devours a Village" with our fun( and as described by the fans, badass) team.**

 **Happy: Yeah!**

 **Happy, would you like to give the disclaimer?**

 **Happy: Aye Sir! DigiXBot does not own Fairy Tail.**

 **Omake 1: Mystery of Clover Canyon**

In a barren region outside Clover Town, a man wearing a poncho was investigating a series of footprints in the earth. "These footprints," He said to his partner, a green haired woman. "No doubt about it. They passed here two days ago."

"Then they should have reached Magnolia by now." His partner replied. "Something must have happened on the way."

"Probably," The man got up. "Let's head back and give the report."

"Aren't we going after them?" The green haired woman asked. Her partner shook his head

The two raced back to Magnolia on their avian steed. **This woman is Bisca Mulan. This man is Alzack Connel. They are members of Team Osprey of Fairy Tail.**

* * *

"I see," Lisanna sighed. At the guildhall she just received the report from Team Osprey directly. "This is a problem." She added worriedly. "A message from the council has arrived, too…"

"Don't look at me." Bisca stated. "I wanted to follow them."

"It wouldn't have been possible." Alzack responded. "Not even the most experience member of the hunter guilds can find their way out of that end of Clover Canyon."

"The canyon is a natural labyrinth. Why would they go through it?"

"They probably have a reason." Lisanna assured. "At least they have master with them, so we just have to hope for the best."

* * *

Within the depths of the canyon, black paws marched forward, only stopping when they reached the edge of a ravine.

"Seriously Lily." Lyon moaned. "Are we even close to Magnolia yet?" We're lost, aren't we?"

"Not lost," The Exceed protested. "Just... misplaced."

"Admit it, you have no idea where we are." Mira groaned. "Web Valley is impossible to navigate."

"That's enough you three," Makarov chided. He turned to Levy. "What does our makeshift compass say?"

"You sure this is a good idea, Master?" Levy asked. She faced Gajeel, who was resting on a light mattress floating in a makeshift pool (How did they get the pool and mattress, we have no idea). Gajeel was facing deep pain as he spun around on the mattress.

"D-don't pity me, Shrimp." Gajeel struggled to protest. "I can handle-" Gajeel closed his mouth to prevent bile from coming out. Levy winced in sympathy.

Makarov sighed and shook his head. "Pull him out of there, Levy. The canyon must be interfering with the magnetic waves. No point in pushing Gajeel past his breaking point." Levy pulled the dragon slayer off the mattress, and he quickly recovered from his motion sickness. However, he returned to moaning

"Man, I'm starving…" Gajeel groaned.

"Would you stop saying that," Lyon growled. "You'll make the rest of us hungrier."

"Like I can control if I'm fucking starving!" Gajeel shouted.

"Then quit the fucking complaining!"

"Yes," Makarov stated to himself. "I am famished."

"Weren't you just listenin!" Gajeel and Lyon shouted.

"Cut it out already!" Mira shouted. But her stomach growled.

"Your stomach just grumbled." Lily stated. Mira crossed her arms in protest. "It didn't. You're just hearing things."

"Well, that's just a crazy excuse." Gajeel scoffed. Levy ignored the group and looked down the cavern.

"What is it Levy?" Makarov asked.

"Guys, look!" The other five looked down and saw a school of fish flying in the cavern.

"Those are wingfish!" Lyon stated in joy. "I heard they're a legendary delicacy!"

"Really!" Gajeel grinned. "Sounds good to me! Let's catch em'!"

"Hold on there." Mira said. "They may be a delicacy, but they're far from appetizing. Not even the best cooks can make them good." The other wizards sighed, except for Lily who was analyzing the canyon.

"Hmm, wingfish." The exceed thought out loud. "It's been a while, but…"

"You know how to prepare them?" Levy asked hopefully.

"I actually learned from another wizard on how to properly cook them. All I need is some fire…" Makarov placed his shoulder on the warrior. "Thank you Lily, you've saved us from starvation."

"You guys are really hungry, huh." Levy stated. But her stomach grumbled as well.

"You're hungry too, aren't you" Lyon asked. Levy sighed defeatedly.

"First, we need to get as many as possible." Lily stated. "Did anyone pack any fishing equipment?"

"Leave them to me!" Lyon shouted. "Ice Make: Dragonfly!" He launched a swarm of frozen dragonflies into the ravine, where they pierced through six fishes and brought them back up.

Lily took the fishes and place them on nearby rocks. Levy, with her magic, heated each of the rock. The Exceed continued to prepare the wingfish, using his sword to flip them over and scrape off the scales.

When he was done each of the wizards had a cooked fish in their hands. "Dig in!" Shouted Makarov gleefully.

"Aye sir!" Everyone took a bite of the fish. But instead of savoring them, their faces went green as they swallowed. They then coughed up in distaste. Only Lily continued eating, though his face held discomfort.

"What the hell!" Gajeel shouted.

"This is disgusting!" Lyon yelled.

"You said you can make it taste good!" Mira shouted at the Exceed. Lily put down his fish and raised an eyebrow.

"I did not say that I can make it taste good." Lily replied. "Such as task would be described as Herculean. I stated that I knew how to prepare them for eating, as in to receive the most nutritional benefits." Everyone face faulted. "We require all the energy we need to leave the canyon." He continue to attempt to eat the fish.

"...Guess we have no choice." Makarov said as he struggled to eat his.

"Ah, screw it, I'm hungry enough to eat anything." Mira stated as she ate the fish. Lyon and Gajeel shrugged before devouring theirs.

Levy stared at her teammates in shock before she felt her stomach growl. "Desperate times call for desperate measures." She held back bile as she nibbled down the fish.

* * *

"At least we're not starving any more." Lyon stated as the six continued through the canyon

"Yeah, but I need something to get that shit taste out of my mouth!" Gajeel grumbled.

"Don't know how long I can wait." Makarov said. The six stopped when they saw a village filled with stone buildings in front of them.

"A village," Mira observed. "But that means…"

"Food!" Gajeel, Levy, and Lyon shouted at the six ran towards the settlement. However, when they reached the courtyard center, they saw the town was completely empty.

"There's no one's here." Lyon observed.

"This place seems way too quiet," Levy stated. "A small town would have at least some people around."

"Perhaps they are taking a nap." Lily responded. Gajeel yelled out. "Hey! Anyone here?! We're starving, so give us some grub already!"

"Gajeel!" Levy chided. "You need to be polite when asking."

"Maybe it's like Fairy Tail," Makarov pondered. "Everyone got drunk and passed out."

Mira sweatdropped. "I don't think that's a universal situation, Master."

Everyone stood in silence trying to figure out an answer. "Forget waiting!" Gajeel shouted. "I'll just grab the food myself!" He ran towards one of the houses.

"You can't just do that!" Lyon shouted as he ran with him. "That'll be robbery."

"Then are what are you doing now?" Gajeel kicked the door of the house, but he and Lyon were surprised to see it empty except for some food and some soup and bread that look freshly cooked.

"No one's home." Lyon observed. Gajeel marched over to the table. "Who cares, that means more for us!" He picked up one of the loaves. "Still warm, nice!" He about to eat when Lily flew up and grabbed the bread. "Oi!"

"Hold on Gajeel." Lily said. "There's something not right."

"If the food is still warm, that means it was about to be eaten." Mira stated as she, Levy, and Makarov entered the room. "So where did the people go?"

"Does it matter?" Gajeel gruffed. "Let's just eat already."

"We can't," Lily stated sternly. "We must investigate the village, find out what happen to its residence."

"Try to be more patient Lugnut," Mira said. "We can wait for a few more minutes." To counter her statement her stomach growled.

"Um, Mira," Levy deadpanned. "I don't think your stomach agrees with you. It's not really convincing."

"Still, both you and Pantherlily have a point." Makarov said. He turned to the others. "Gajeel, Lyon, Levy, there's a forest outside the town. Find anything edible there and have that as food. The rest of us will find answers. Until we find them, don't eat any of food in the town.

Gajeel groaned. "Come on Shrimp, Ice Prick. The faster we get some food, the sooner we'll eat."

"For once we have the right idea, Metal Face." Lyon said as he followed the dragon slayer out the door. Levy sighed and joined them.

* * *

"Can't believe we can't eat that food, berries and nuts won't fill us up." Gajeel grumbled as he and the other walked through the forest. Mushrooms of all shapes and sizes were scattered on the forest floor. When Gajeel saw the diversity of fungi he grinned. "Never mind, these look more than enough!" He ran towards a patch of them.

"So many," Lyon observed as he knelt down to pick up some mushrooms

Levy groaned. "We shouldn't just eat a random mushroom. We might end up with a poisonous species such as a 'laughing mushroom.'"

Lyon raised an eyebrow. "Sounds a bit cliche."

"Yeah Shrimp," Gajeel grumbled while stuffing a bunch of mushrooms into his mouth. He turn to face the Solid Script mage. "I'm not a moron to do something that reckless."

The blue haired mage sweatdropped. "You're not proving that statement well."

Gajeel shrugged. "Hey, at least it's getting the shitty fish taste out of my mouth." He said as he bit into a blue mushroom.

"Just hurry up and pick some." Lyon said as he was filling more mushrooms in his mouth. Levy could only watch the two with a worried expression.

Suddenly, Gajeel began choking once he swallowed the mushroom. "Gajeel!" Levy shouted. "You need to spit it out!"

Gajeel eventually stop choking, but only when a large, bright violet mushroom popped from his head. "Urgh," He shook his head. "That was disturbing."

"That you find disturbing!" Levy shouted, shock that Gajeel doesn't even notice the new attachment.

"What are you even shouting about?" Lyon said walking towards them, also having a blue mushroom on his head

"Guys," Levy deadpanned. "Your heads." Both the metal and iron mages turned to each other and when they saw the mushrooms, they pointed and screamed.

"Ghi hi hi!" Gajeel laughed. "What's with the fungus on ya head, stripper?"

"No! What's with the mushroom on your metal head!" Lyon laughed back.

"Shouldn't you guys be worried about the mushrooms on your own heads?" Levy stated, but the two ignored her to argue.

"Oi, Ice Prick," Gajeel growled. "Did you just laughed at me?"

"You're the one that was grinning at me." Lyon snarled. The two tackled each other and began fighting on the ground.

Levy facepalmed. "How can they still fight with a mushroom on their heads?!"

* * *

"Any luck." Makarov said as he, Mira, and Lily meet up at the courtyard.

"There's no one here." Lily stated. "The town is completely abandoned."

"But they were sign that people lived here recently," Mira added. She was about to continue when she notice a crack in the stone covering. "What's this?" She, Makarov and Lily saw that the line extended past the center and into an alleyway.

"This crack," Lily said. "It isn't accidental. It was clearly made for a purpose."

"And that purpose must be down there." Mira said as she ran down the carving, with the other two following her.

The three followed the crack and saw it intersecting perpendicularly with another.

"Another line?" Mira asked.

"There must be a greater meaning." Makarov said. He turned to the Exceed. "Lily, fly up and see if there's a larger pattern."

"On it." The Exceed activated his wings and flew above the city.

However, after Lily left, a strange growling echoed throughout the city. "What the hell?" Mira asked.

* * *

Outside in the forest, Gajeel and Lyon stopped fighting when they heard the same noise.

"The fuck?!" Gajeel shouted as he, Lyon, and Levy could only hear the noise. Levy faced her teammates and saw the mushrooms on their heads glowing. "Guys!" The mushrooms fell off their heads.

"Did the noise scared them off?" Lyon pondered before shaking his head. "Nevermind. We need to find Gramps and the others." The three ran off towards the town

* * *

Back in the town, Makarov and Mira stared in confusion as the cracks now began to glow red.

"Master, Mira!" The two turned and saw Levy shouting as she came with Gajeel and Lyon.

"Hey!" Gajeel yelled. "Where's Lily?"

"We sent him to the sky to check these cracks." Mira said. "Though I'm betting he's safer up there than down here." Now the glowing was spreading to the concrete and to the buildings.

To their shock the buildings began to distort like ice cream in the warm summer. "The hell's going on?" Mira asked

"I've never seen magic like this." Levy asked. Makarov notice the concrete itself was shifting as well. "By Mavis." He stated.

"Just give the signal, Gramps," Lyon said as ice flowed from his hand.

"Wait!" Everyone faced up and saw Lily frantically flying towards them. "Do not act rashly. There is a lot more than what you see"

"What?!"

"We need to get to higher ground. " Makarov nodded. "You heard him, head up, but stay close." The six moved away from the city and onto an overlooking cliff. When they reach the top they saw a glowing circle.

"Is that..." Mira could only stare in shock.

Makarov nodded. "A magic circle, yes."

"The cracks we found formed a set of symbols from the 5th century." Lily added. "When activated they release a powerful spell."

"What the hell's a magic circle anyway?" Gajeel scoffed.

"It's an ancient form of proclaiming magic." Levy answered. "During the early ages of wizards, all spells that were generated came through a circle. The circle contains symbols that activate and enhance the spell."

The building now began to turn into grey, serpentine monsters. "What's going on?!" Lyon shouted.

"The magic circle is being used for a sealing spell banned long ago and aging further back," Makarov answered. "Alive Magic! The spell that turns inanimate objects into living creatures."

"The villagers must have activated the spell," Lily hypothesis. "Then they were devoured by the creatures."

"But why would they do something so risky?" Levy asked.

"It's because the town was a dark guild village." Mira stated seriously. Everyone turned to her. "What?!" Gajeel asked confused.

"When I was investigating the homes, I found numerous magic tools in the sheds, none for anything good. They must have been planning on unleashing the spell on civilians or legal guilds, but it end up biting them in the asses."

"But their plot is a godsend to us now." Makarov proclaimed. Everyone stared at him in confusion. "Like I said, the buildings are now living creatures. And most living creatures...can be eaten!" He shouted in joy. Levy looked at him like he was mad, while Gajeel, Lily(In battle form), and Lyon (Who was now shirtless) grinned madly.

"Finally!" Gajeel shouted. "Some grub!"

"We can replenish our energy!" Lily proclaimed.

"Won't matter how they taste at this point!" Lyon yelled.

Mira grinned at Levy, who was now paling. "Your sticking with me, kid!" The take over mage grabbed Levy and raced down the cliff.

"Ghi hi hi!" Gajeel, Lyon, and Lily also jumped off, heading straight towards the creatures. "Save some for me!" Makarov yelled from the top.

Gajeel and Lily stood in front of one of the monsters, both with swords out in their own way. "Oi, ugly!" Gajeel said raising his arm-sword. "You know what I hungry for, diced bastards!" He and Lily launched at the creature, slashing at it until it was a pile of monster-pieces. "A nice set of finger-delicacies." Lily quipped. Gajeel just laughed

"Hm," Lyon said facing another monster. "First thing to do is weaken the prey, Ice-Make: Hornets!" A swarm of frozen hornets came and repetitively stung the creature, severely weakening it. "Now! Ice-Make Water Serpent!" His next creation wrapped around it until it became trapped in ice. "It's not good to rush to desert," Lyon stated. "But oh well, I'm in the mood for sherbert."

Makarov rested above observing his guild members preparing their dishes. "Hmm, good job so far. Hope they won't take too long" He said nodding. An animate chair try to sneak attack him, but he simply pimp slap it away.

Back in the canyon, Mira (In Satan Soul) was flying above a third monster, with Levy observing in worry. "Evil Spark!" The take over mage shouted as she struck the creature. "Now Levy!"

"Right!" Levy raised her pen and wrote F, I, R, and E. "Solid Script: Fire!" The burning word hit the electrocuted monster as Mira moved away, engulfing it in flames. Mira grabbed a boulder and threw it onto the monster as it began to steam.

After a while, Mira walked over and pulled a piece of the charred monster, then took a bite of it. "Well?" Levy asked as Mira chewed it. The take over mage responded by handing it to Levy. "Um, okay." Levy complied and took a bite…

Gajeel and Lily walked over to their pile. "Proper consumption of meat requires it to be cooked." Lily said with a smirk as he reverted to his smaller form.

"But I think we can deal with some salmonella." Gajeel grinned as he and Lily picked up a piece and took a bite…

"Finally!" Lyon said. "Let's have a taste." He pulled a shard of ice containing bits of creature and took a bite…

...And all four had a disgusted expression. "Horrible!" The four all shouted.

Makarov soon saw the five walking towards him. "There's no way we can eat this!" Gajeel shouted.

"There's something called _too_ disgusting!" Lyon yelled.

"It's practically inedible." Mira scoffed.

"Then why did you made me eat it?" Levy muttered under her breath.

"Well to be fair," Lily stated. "We were trying to eat _monsters._ "

"I'm not desperate enough to eat that." Gajeel groaned. "Now I'm even more hungry." Suddenly another monster popped up from the ground and attempted to attack Lily, but he transformed and slash it down. Soon more monsters followed, all ravenous for fresh meat.

"Those bastards!" Lyon growled. "So disgusting, can't even eat them!"

"They're useless to devour," Mira snarled. "So we'll have to crush them!"

Gajeel roared. "Iron Dragon Club!" He used it to punch away one of the monsters.

"Ice Make: Tiger!" Lyon launched his creation at another, having it shred to pieces.

"Satan Soul! Darkness Stream!" Now in her Satan Soul, Mira sent her attack to shred many creatures into pieces.

"Solid Script: Lightning!" Levy sent word after word against the monsters. The five wizards continued to fight full force against the monsters, but their battle was interrupted when the magic circle began to activate once more.

"The magic circle is activating now!" Lyon shouted.

"Did we turn it on when we fought them?" Levy asked.

"That means they'll turn back into the town." Mira stated.

"Somehow Mira, I don't believe that's the case." Makarov said. The monsters began to sink deeper into the magic circle, squirming to avoid destruction. However, the vibrations from their protest end up shaking the cliff the wizards were on, causing it to collapse and all six to fall into the circle.

* * *

Much later the six wizards were seen again walking through the canyon. "I'm so starved!" Gajeel groaned.

"Just stop." Lyon moans. "Can't take your complaining."

Mira turned to Makarov. "Master?"

"Hm, yes?"

"I didn't buy that explanation you gave to the villagers."

"Huh?"

* * *

 _Hours earlier at the village_

 _The six Fairy Tail wizards were standing in front of a group of mages wearing robes. Kneeling down was a short-black haired woman and a man with a small tree on his head._

" _What the hell were you guys up to, anyway?" Gajeel gruffed._

" _We attempted to use an ancient magic circle to use Alive Magic," The woman said. "But the monsters rebelled and took over all of us."_

" _You were all inside the monsters," Mira stated, then shuddered. "And we each took a bite too."_

" _When you entered the village, the magic circle was activated." Said the man with the tree._

" _Well you no longer have to worry about that magic circle." Makarov said, confusing everyone._

" _What do you mean, Master?" Levy asked_

" _The details don't matter!" The old man said cheerfully. He then pointed to the crowd. "But you all should be grateful that you were freed from your possession! Just promise you would never do anything vile again, and we won't tell the council about this. Fairy's honor!"_

 _The villagers vowed, and gave deep apologies to the Fairy Tail wizards for the consequences of their activities._

* * *

"When we defeated the monsters," Mira continued in the present. "The magic circle must have activated an all-destroy method. But during its process, you used a powerful spell. That spell not only saved us but also removed the possession from the dark guild and destroyed the circle itself." She faced the old man. "Tell me I'm wrong."

"Maybe you are." Makarov said nonchalantly, and continued on his way. "But there's one more thing. I am still hungry!"

 **Well that was fun was it.**

 **Gajeel: Seemed like a waste of time, nothing important happened.**

 **Well excuse me for adding a little extra spice. Anyway, leave some reviews, and don't forget the next part of the main story will be out on Wednesday. See ya then.**

 **Happy: Aye!**


	9. Trial by Iron, Rise to S-Class

**Alright guys, time for the next chapter. Here we begin the Galuna Island arc. Glad that some of you like Cinder Fall 39 enjoyed my Omake. Anyway I like to thank Cinder, Kit Raven, MusicalArtist185, Shinpachi2023, Unoriginal00, grassfire101, and reaper27 for favoriting and following Alternate Tail this week. I also like to thank Circe, tfandanimefan, BloodyAyame23aka k, Fairy of the Friz, and Shadowwolf1997 for their reviews.**

 **FotF, thanks for enjoying the battle between Gajeel and Erigor.**

 **Gajeel: Ghi, hi, what can I say, I'm the best.**

 **Figuring out the battle requires a mix of concentration and understanding how each character fights. I'm hoping you enjoy the next arc, I'll try to write as Gray as well as I can.**

 **Circe, glad you are enjoying Mira. Guess badass Mira is pretty much awesome Mira!**

 **Mira: Arigato, Circe-san. Boy, that role reminds me so much of my younger days.**

 **And yes, tfandanimefan, Makarov really has his hands full dealing with this team. Having the Strongest Team will always have cost, monetary cost.**

 **Makarov: Why must my brats be so destructive. At least this one is only as bad as Natsu's team in canon.**

 **I don't know, maybe I can make Team Gajeel even** _ **more**_ **destructive. Fu, fu, fu**

 **Makarov: You wouldn't!**

* * *

 **This chapter will help set up much of what is to come in the future. Anyway, it's time we begin with a disclaimer. Guys?**

 **Gajeel and Levy: DigiXBot does not own Fairy Tail.**

 **Thanks.**

* * *

 **Trial by Iron, Rise to S-Class**

The events of Lullaby have spread all over Fiore. How the dark guild Eisenwald sought to use one of Zeref's creations to kill the Guild Masters, only for them and Lullaby itself to be defeated by five Fairy Tail Wizards. The story even managed to reach the ears of the Magic Council.

"Even though Eisenwald has been brought down," The head chancellor said. "the true problem of the dark guilds has not been dealt with."

"We should just wipe them out altogether." One councillor stated.

"How?"

"Does it matter?" A councillor with a creature on his head growled. "Eisenwald manage to use Zeref's magic, a taboo that can't be repeated." He pulled out the flute Lullaby from his cloak, now sealed in a transparent box. "We can't allow any of them even access one of them."

"I think the real reason you all are upset," A blond haired councillor with a scar stated. "Is that not only Eisenwald found it under our noses, but Fairy Tail, the real in pain in your asses, was the one that fix that mess."

"You're pushing dangerous grounds, Stormorsel!" The other councilor shouted.

"Please calm down, Org-san," A black-haired woman consoled. "He's only saying the truth we don't want to say."

"That may be, Ultear, but the real worry," An older woman said worriedly. "Is how bloodthirsty that group of Fairies are becoming." She raised her hand and holographic images of the five Fairy Tail wizards appeared.

"Bloodthirsty?" A short wizard with a three spike hat. "I think, Belno, that they acted that way only because they wanted to protect the guild masters."

"Protect! Yajima, they're nothing more than monsters!" A cat-like man shouted. "That demon Strauss caused one of the dark wizards to almost suffer organ failure! The Vastia boy used a technique on another that would be consider torture! The Redfox brute gave a third a near fatal stab wound, and who knows what he did to Erigor! That, cat-thing caused many Eisenwald members to end up in full body cast! And the McGarden girl, she-"

"That's enough, Michello." The chairman commanded.

"Did he say… McGarden?" Yajima muttered curiously under his breath.

"I don't really think destroying pride though a haircut would be considered 'monstrous.'" Ultear chuckled.

"Michello raised an important point, Chairman Seam." Org stated. "Fairy Tail has already cause problems with their recklessness, and now this team is only on a line above violent vigilantism. We must show that the council still cannot be taken lightly by anyone."

"And how do suppose we do that?"

Org raised a staff towards the projection of Mira. "You want to take down the beast, grab it by the head."

* * *

Far away in Magnolia, a blue-haired girl was in the midst of writing a letter.

"Dear Grandfather," Levy wrote. "At the time I'm writing this, I'm just in a regular day. It would hard to believe that I was part of an incident involving stopping Eisenwald's terrorism and defeating an Etherious. And yet I get excited just replaying memories from that time. Most of the Eisenwald wizards were arrested, but the real problem is that Erigor escaped capture. He could come back to get revenge against Fairy Tail.

"But I'm not worried. Because Fairy Tail has the strongest team, with Gajeel, Mirajane, Lyon, Pantherlily, and me. So you don't have to worry too much Grandfather. Love, Levy." Levy smiled, before dabbing her pen to finish.

"P.S. By the next letter, I could finally accomplish it. Wish me luck!" She sealed the letter away in an envelope. Afterwards Levy walked to her living room, where a bucket rested. She knelt before it.

"Okay Levy," She said to herself, taking a deep breath. "You've manage to stop an attack from a Etherious. You're ready for this." With her hand she wrote W, A, T, E, R. "Solid Script: Water!"

However, she ended up with "wasabi," which was made of wasabi sauce that fell into the bucket

"Damn it!"

"Huh, so that's why you need a pen." Levy turned around and saw that Lyon was sitting in her chair, in only his boxers.

"Trespasser!" She repetitively hit him with one of her less enjoyed (but still loved) books. "What are you doing here?! And who said you can strip in my house?!"

Lyon raised his hands in surrender. "Wait, you got the wrong idea." Levy stopped her attack. "I stripped before I came in." The ice mage finished. He tried to eat some of the wasabi from the bucket, but all of it just disappeared.

"That doesn't make it better!" She pinched her forehead. "Why are you here?"

"I just came in case you forgot what happening today." Levy raised her eyebrow. "What do you mean?"

"Knew you would forget. Didn't you hear what Gajeel asked Mira before we left."

* * *

The two manage to arrive outside the guildhall in time, where a large cheering crowd was gathered around Gajeel and Mira, both with fierce expressions in their eyes.

"Place your bets!" Cana shouted, kneeling by a tally board with the combatant's names. "Does the Dragon Slayer have a chance against our She-Demon? How long will he last in the ring?"

"Is this a good idea?" Levy asked Lisanna as the former made it to the front.

"Hi, Levy," The white-haired girl said. "And don't worry, both are serious about this."

"Of course they would be," Elfman said excitedly. "If they weren't they wouldn't be real men!"

"You do know Mira-nee is a girl, right?" Lisanna chuckled.

"But still," Levy continued. "A fight between two members of Fairy Tail's strongest team couldn't-"

"Strongest?" Lily interrupted raising an eyebrow. "What do you mean?"

"What do you mean, you, Gajeel, Lyon, and Mira are Fairy Tail's strongest."

"Wait," Lyon said, smirking. "You think the four of us are the strongest. Where did you get that silly idea?" He did not notice a depressed aura covering Lisanna until she started crying.

"Ah!" Lyon said startled. "It was you Lisanna? I'm sorry, I didn't know."

"You better apologize to her like a man, Lyon." Elfman gruffed. "Anyway, Gajeel, Lyon, and Lily all have great manliness, but they are still stronger men."

"For example, the strongest wizard would be our master." Erza added. "He did not obtain the title of Wizard Saint for no reason."

"Then there is Gildart, Fairy Tail's ace." Lily said. "He's the only one that comes close to Master. He take's missions far place S-Class level. It'll be rare to actually see him yourself."

"I agree with Mira being the strongest," Lucy said. "Actually, she and Erza are tied as Fairy Tail's strongest female mages, both S-Class mages."

"You gotta feel lucky they're not rivals anymore, Levy," Cana shouted. "They were as bad as Ironface and Stripe-a-lot back then. A fight between them now could end all of Fiore." Cana laughed as Levy gulped.

"Don't exaggerate, Cana." Erza said sternly.

"Last there's the last two S-Classes, and both are as manly as Erza and Nee-San," Elfman finished. "Jellal and Mystogan, the strongest men in our generation."

"I said that your team would be the strongest, because you five could get along perfectly." Lisanna said wiping her tears.

"But Gajeel and Lyon are always fighting." Levy deadpanned.

"Anyway, this battle will still be interesting." Erza said.

"You bet, I'm expecting Mira to wipe the floor with Gajeel." Lyon grinned.

The glares in the two combatants grew, both ready to begin.

"Last time I challenged ya, I was a snot-nose kid." Gajeel said. "I'm a hell of alot stronger now, I'll be winning this match!" He covered his body in iron scales.

"Is that so," Mira smirked, scales already covering her. "Then I should test you a lot harder then, Satan Soul: Halaphas!" In Mira's place stood a demon with a blue color scheme, wearing a one piece and having angel-like wings, horn-like ears, scaly armor on forearms and legs, and a scaly tail. "Come at me, with everything you got!"

"Halaphas!" Lyon stared in shock. "I thought master banned her from using that!"

"Apparently not." Erza said smiling. "She's taking Gajeel seriously then."

"I hope she doesn't use the secret technique." Elfman shuddered. "Last time she used that form, she destroyed an entire village."

"Ghi hi!" Gajeel chuckled. "Bring it, She-Demon!" Makarov walked towards the center of the fight. "Ready...go!" Makarov moved out of the way as Gajeel sent the first attack.

"Iron Dragon Club!" Mira nimbly leaped over the construct as she used it to run towards Gajeel. Gajeel pulled back his club and moved away from the Take-Over mage's punch. Mira tried to knock him down with her tail. However, he moved away quickly before that could occur. The Dragon Slayer launched a fury of punches at her, but she skillfully blocked all of them. Forced at a brink, Gajeel pulled back and activated his sword, yet Mira managed to block each strike with her gauntlets. With unmatched speed she slid down and brought down the Gajeel slayer.

Gajeel, however, was not down for the count, as he let out an iron dragon roar Mira barely manage to dodge.

"Wow!" Levy said amazed.

"A rather good match, don't you think." Lily stated.

"Maybe, but Nee-san will hand Gajeel a manly defeat!" Elfman boasted.

Gajeel prepared to launch his fist, while Mira charged her fist with shadow energy, but before they could a clap stopped them.

"That will be enough." A frog-like man wearing robes said as the crowd parted away for him to march forward. "Nobody move. I am a messenger from the council."

"A messenger!" Lucy shouted.

"From the council?" Erza asked.

"Ah man, they're here for the alcohol order I made, aren't they?" Cana grumbled.

"I don't think that's it, Cana." Lisanna chided.

"Why are you here?" Makarov questioned as he marched towards the messenger.

"The council has decreed that, for massive property damage and 11 other crimes during the Eisenwald incident, Mirajane Strauss is under arrest."

"Eh?" Mira said as she transformed back.

"What?!" Everyone else shouted in confusion, with Gajeel and Elfman being the most vocal.

* * *

Much later, after Mira was taken away, the other wizards return to their guild. All of them were depressed; they couldn't do anything to prevent the arrest of one of their own.

Lisanna herself showed much worry, pacing back and forth by the bar.

"You need to calm down, Lisanna-chan." Makarov said. Lisanna stopped pacing and turned to him.

"I'm sorry master," She replied. "It's just, what if the council decides to lock up Mira-nee?"

"We can't worry about every little detail of the future," The old man answered. "We just have to hope for the best."

Lisanna sighed and gave a small smile. "Alright master."

"Anyway, you're handling this rather well," Makarov said. "At least better then, well, your brother." He turned and saw Alzack, Bisca, Lucy, Lyon, Jet, and Droy trying to hold onto and calm down an enraged Elfman.

"Calm down, Elfman!" Alzack shouted. "You can't just barge into Era!"

"Man!" The white-haired man yelled. His sister laughed a little while Makarov groaned.

"Calm down, Elfman." Makarov commanded. "Unless you want to be transformed like Gajeel was."

"Let me out!" A black lizard shouted from within an upside down glass cup. Gajeel was calling out to Lily, who was sitting next to him on the bar counter.

"Be quiet Gajeel," The warrior said. "You'll only act reckless if we let you loose."

"Then just turn me back then! To my old body!"

"You would then try to rescue Mira."

Gajeel paused. "Um, I won't. Who cares about the she-demon, just let me go!"

A thump drew their attention as Elfman was put to sleep by a tranquilizer. "There's nothing we can do," Lyon said as he and the other gently placed away the sleeping mage. "Our enemy is the council itself.

"Then why aren't we telling them they're wrong!" Gajeel shouted.

"No point bothering," Lily stated. "Even if it's light, once a magic is declared dark magic by the council, it's dark magic. They will not bother listening to our excuses."

"But still, Fairy Tail has always caused trouble many times before," Erza stated. "And the council never reacted to this level."

Levy sighed. "If they're responding now, then that must mean the council is up to something."

* * *

Within the magic council's Fiore branch headquarters, the council messenger was escorting the handcuffed Mira towards the court hall.

"Well, what do ya know," Mira stopped as she recognized the blond haired man leaning against a pillar. "Guess the council is interested in exorcism." He gave Mira a shit-eating grin as the messenger bowed to the floor.

"Stormorse." Mira growled.

"Long time no see, Mirajane." Stormorse laughed. "Don't worry, Demon, this is only a thought projection." The body flickered for a second. "In fact, all the geezers are in Era, having a projection here since they thought this case was too small to be in person."

"So this is your little plot." Mira said irritated. "Why bother with us?"

"Hey, I was just supporting your little gang awhile back." Stormorse smiled. "The real reason for this is that the council's too afraid to take responsibility over the whole Lullaby crap."

"So they needed a scapegoat." Mira growled.

Stormorse only chuckled. "Pretty much. Actually, I came for another reason." He leaned into Mira's ear. "Don't go telling the geezers about... 'that.'" He smirked. "It'll be a hell of alot easier to keep quiet." He pulled back and began to fade away. "See you behind the doors, Demon."

"I…" Mira looked down at the messenger getting off the floor after the projection vanished. "I did not know you were friends with a councilor."

"We're not friends," Mira scoffed. "And he's not someone to trust."

* * *

Back at the guild, Levy could not wait any longer. "We need to get to Era! We can testify for Mira!"

"Have patients, Levy." Makarov responded.

"But she's right master," Lisanna defended. "If we're too late, Mira-nee might have already been sentence!"

"No matter how much we hurry, we will not reach in time."

"Just let me out already!" Gajeel shouted.

"Are you sure you want to come out?" Makarov asked. To everyone's confusion Gajeel seemed to be taking a long time to consider the request.

"What in the world…" Lily asked.

"What's the matter, 'Gajeel'," Makarov grinned. "Cat got your tongue." And to everyone shocks he blasted the glass, pushing 'Gajeel' off the table. To further surprise, the lizard became a familiar flame mage.

"Macao?!" Everyone shouted. The purple flame mage rubbed the back of his head. "Sorry," He said. "I kind of own Gajeel a debt. So I turned myself into a lizard and pretended to be him."

"But if you're here," Makarov said. "Then that means he's-" He groaned at the thought. "We are going to be in so much trouble."

* * *

In Era, the trial had just began. The magic council members were seen on the podium above Mira, who was standing tall with calmness.

"Defendant Mirajane Strauss." The chairman said. "Concerning the Eisenwald terrorist incident the other day, you are suspected of destroying parts of Oshibana Station, Ryushika Canyon Railroad Bridge, and the guild master conference hall. According to the witness' testimony, the culprit had white hair and can change forms, and…" An explosion from behind Mira interrupted him and grabbed everyone's attention

Coming out of the hole in the wall was Gajeel wearing a leather outfit similar to Mira's and a white wig. "I'm the crazy bitch ya looking for!" He shouted, turning one of his arms to metal. "Look, I can even shapeshift and all that! Try to arrest me!"

Everyone was looking at him with confusion and frustration (Except Stormorse, who looked at the scene with enjoyment). "Gajeel, you fucking moron!" Mira cursed under her breath.

"I'm Mira, dammit! Tell me what I'm guilty for, and it better be more important than saving the old geezers' live! Ghi hi hi!" Everyone was silent for a few minutes until the chairman spoke. "Arrest them both."

* * *

In a cell that evening, Mira was taking out her frustrations in a healthy manner. By repeatedly banging Gajeel's head into the cell's wall.

"What." She slammed the dragon slayer into the wall. "The. Hell. Were. You. Thinking!" She finished with a final slam to the floor. "It wasn't even a real trial!"

"...Eh?" Gajeel groaned.

"The council wanted to show they weren't pushovers, so they put me in a kangaroo court to keep us in check."

"Wait," Gajeel said as he got up. "Are you saying that even you got guilty…"

"They would have let me go." Mira finished calmly.

"Dammit!" Gajeel cursed while he sat down on a nearby bench. "All of that for nothing!"

"But," Mira grinned. "That was nice of you to try to take the blame."

Gajeel scoffed. "Ah, I just wanted ya back quicker so we can finish the fight. Plus, everyone was moaning about saving you, but the old man wouldn't let them go." He looked away.

Mira just chuckled. But outside their cell, a certain scarred councilor was observing with interest.

"So that's Gajeel Redfox," Stormorse smirked. "Doesn't seem like much trouble, but I should still keep an eye on him."

* * *

Hours later, the two return to Fairy Tail. Gajeel of course was celebrating his freedom.

"Ghi hi! There's nothing better than the air outdoors!" He said as he checked down a fork. "It's the best damn thing in the world!"

"Urg," Jet groaned. "We get it Gajeel, now calm down."

"And stop eating the silverware!" Droy shouted.

"Just glad you two are safe." Levy said to both Gajeel and Mira.

"Yeah," Mira sighed, sitting at a table. "Though they should have left him in jail longer."

"Glad your okay, Nee-San," Elfman said excitedly. "You stood up to those councilors like a man!"

"Still, after what happens," Lily inputted. "perhaps you and Gajeel would soon finish that spar." Gajeel stopped celebrating. "Damn it, I forgot about it! She-Demon, let's fight."

"No way, Lugnut." Mira scoffed and leaned back to the table. "I'm too tired to fight."

Gajeel nevertheless began to charge at the eldest take-over mage. However, she transformed into Satan Soul, grabbed him before he could land a hit, and threw him into a wall, making him unconscious.

"She did say she wasn't in the mood." Lyon sighed.

"You should have been a man and listened." Elfman shook his head.

Most of the guild members laughed at Gajeel's fail, while a few like Levy looked concerned. Lily on the other hand had a worried expression, and Makarov took notice.

"What is it, Lily?" He asked the Exceed. Lily looked up. "He's coming." Both of them soon started to feel sleepy.

Lisanna saw the fatigue in the two. "Master is everything-*yawn*" But she soon fell to sleep.

"Is it hi-" Erza was about to ask, but she too fell into slumber. Soon everyone but Makarov and Lily were completely asleep. Only the sounds of snoring and approaching footsteps filled the halls.

Marching into the building was a tall and perhaps muscular man wearing full robes around him and limbs wrapped in bandages. His head was wrapped with a dark blue bandanna on top and a green mask below. In his hand he held a staff with a star on the end.

"Is this really necessary, Mystogan?" Makarov grumbled, struggling to keep awake, as the cloaked man grabbed a request from the mission board.

"Yes Master." Mystogan answered. He turned to the guild master. "I need to speak to Lily in private."

"Ah, yes." Makarov turned to Lily. "Don't mind me, you two, just an old man fast asleep. Just make sure to wake everyone up." And he soon began snoring. Mystogan faced the Exceed.

"You sensed them, didn't you?" Mystogan asked.

"Yes," Lily answered. "one approximately 3 degrees south, 4.5 degrees east…"

"And the other about 2 degrees north, 5 degrees west." Mystogan finished. "And they'll activate at the same time in a few days as well."

"I'll deal with the one in the south then."

"Best bring some friends," The cloaked wizard advise. "I heard of some troubling news in that location." The man began to walk away.

"Aren't you forgetting something?" Lily asked sternly.

"Of course, they'll be up in five, four, three, two, one." By the time he walked out the door, he had vanished, and everyone began to wake up (Except Gajeel, who was still knocked out).

"What was that?" Levy asked.

"That was Mystogan." Erza answered. "He's one of the strongest guild members."

"For some reason he hates to be seen," Lyon added. "So he always put everyone to sleep every time he picks a job."

"So no one has seen his face?" Levy asked.

"Just Master," Erza said. "Though they are rumors that Pantherlily might have seen…"

"No." Everyone looked up to the second floor and saw a blue-haired man wearing a white shirt and a dark blue coat. He also had a red birthmark over his right eye. "I have witnessed Mystogan's true face."

"Jellal!" One wizard shouted. "You're here!" Gajeel began to wake up.

"In case you're wondering," Lyon said to Levy. "Jellal is also one of Fairy Tail's strongest."

"Mystogan has a sense of social discomfort," Jellal spoke smugly. "You do not have to wonder too much about it."

"Oi Tattoo face!" Gajeel growled once he got up. "You want to act so tough, then fight me!" Jellal just laughed.

"You cannot be serious." The blue-haired mage replied. "You were just defeated by Mirajane, a wizard far below me." The said take-over mage growled at that. "How can you even dream of defeating me, Fairy Tail's strongest wizard?"

Gajeel roared and ran to attempt to jump to the second floor, but Makarov enlarged his hand and smash the dragon slayer with it. "You are not allowed to the second floor. Not yet anyway." The old man said sternly. Jellal laughed at the dragon slayer, who growled in response.

"Don't think you can hide up there forever." Jellal smirked. "Why would I hide when you can't even reach me?"

Makarov looked up to Jellal. "And you, enough taunting, Jellal."

Jellal shrugged. "Let everyone remember that the title of the strongest belongs not to the Titania, nor to the She-Demon, nor to Mystogan, nor even to the so-called ace. I am, and always will be, the strongest Fairy Tail wizard." To the irk of everyone he went deeper into the second floor.

"What was that about?" Levy asked Lisanna as she walked over to her. "What's on the second floor?"

"The second floor host jobs more difficult that regular jobs, S-Class jobs." The white haired girl answered. "One mistake and you can fall to your death. That's why only the six S-Class mages like Master, Mira-nee, and Jellal can take them." Lisanna smiled. "Probably for the best you and Gajeel shouldn't take those jobs, neither of you are ready yet."

* * *

"So those were some of Fairy Tail's strongest." Levy said as she walked home later that evening. "And those S-Class missions..." She grabbed the handle of her door. "I better start training if I want to do those." She opened the door…

And saw Gajeel shirtless, doing push ups with Lily (In battle form) on his back, the latter curling weights.

"Gajeel! Lily!" Levy shouted. "Why are you exercising, in my house?!"

Gajeel grunted as he continued his routine. "Gotta, urg, become, urg, stronger so, urg, can beat everyone." He stopped and Lily transformed back to his smaller form.

"That doesn't explain why you can't do it in your own home!"

"Cause we're a team, Shrimp." He got up and showed a pink barbell. "Here's yours."

Levy groaned. "I don't need to exercise right now."

"Then in that case, I just made a decision." Gajeel said as he pulled a sheet of paper from his pants. "We'll be taking a tougher job." Levy paled as soon as she saw the mark on the request.

"You stole an S-Class request!" Levy shouted. "What were you thinking Gajeel?!"

"Actually," Lily inputted. "I was the one who acquired it."

"Why would you do that?! None of us are qualified to do S-Class!"

"Because," Gajeel grinned. "If we complete this job, then Gramps will have to see we're ready to be S-Class wizards like She-Demon and Tattoo-Face."

"You do not have to worry," Lily added. "I selected the job with the lowest reward. By comparison, of course, it's still a 7,000,000 reward."

"And it's a fun one, 'Save Our Island.'"

"Island" Levy asked.

"Yeah, save the _cursed_ Galuna Island, Ghi hi hi!" Gajeel laughed.

"Urg, forget it," Levy groaned. "That's not going to persuade me."

Gajeel frowned but then smirked. "Well then, did ya know the 7 million is only _part_ of the reward." He handed the request to Levy

Levy raised an eyebrow. "What do you mean?" She soon found out when she read the reward. "7 million jewels AND ancient tablets!" She lit up with excitement.

"They must have expected intellectuals to come as well." Lily responded.

"Ancient tablets, Shrimp." Gajeel added. "You know, the ones with facts and stuff. Like maybe ancient magic…"

Levy stood up taller with her hands on her hips. "I'm in!" She grinned.

* * *

The next morning, most of the guild members were at the hall eating a healthy breakfast of… well, pretty much anything alongside alcohol. The peaceful Frühstück did not last long.

"Master!" Erza shouted from the second floor. "One of the S-Class missions, it's gone!" Makarov spewed out his drink as confusion filled the other guild members.

"Oh, that request," Jellal said, not looking away from the novel he reading on the second floor. "I saw a cat stealing it. The one with the wings."

Now everyone was shocked. "Lily stole it!" Erza shouted.

"It couldn't be him, he never breaks the rules."

"If he did, then that means Gajeel and even Levy were involved." Everyone began debating on what occurred and how foolish the three were.

 _Pantherlily,_ Makarov thought. _What did Mystogan tell you to take such actions?_

"Hmm," Jellal thought outloud. "They have broken a practical rule. Such an act means expulsion." He laughed. "If the three can even manage to come back alive."

"If you knew about this, why didn't you stop them!" Erza shouted at the blue haired mage. He put down his book, a bored expression on him.

"It was dark," He said. "I didn't recognize the cat as Lily. Oh my bad, I meet Exceed, or whatever made up term he uses." He chuckled, but stopped when Erza held a sword to his neck, a furious aura surrounding her.

"Erza," Makarov called out. "Which job did they take?"

Erza did not look away from Jellal. "The job for the cursed island Galuna." Surprise and fear covered nearly everyone now.

"Jellal, bring them back!" Makarov commanded.

"I would," The blue haired man said. "But I've already accepted another job with my team, and I cannot afford to be late."

"I can go after them, Master." Erza volunteered.

"Hold on," Lyon spoke up from the bar. Makarov turned to him. "What Metal-Face and the others did, that's unforgivable to you, Gramps." His eyes were pooled with determination. "Let me bring them back to you."

Makarov put his finger to his chin, trying to decide who to send.

* * *

In Hargeon, Levy sighed as she, Gajeel, and Lily sat down on a brick wall. "I can't believe that no one's willing to even sail near Galuna Island."

"Given the reputation of Island, it's not a surprise the act would be considered taboo." Lily said

"We should just swim there." Gajeel grunted. Levy turned to him sternly. "That's impossible. First, there's the ocean currents. Second, there's the huge sharks near Hargeon…"

"And third, you'll probably end up sinking, Iron-Ass." The three got up and saw Lyon grinning, though his expression did not express joy.

"What the hell are you here for, Silver-Combs?!" Gajeel shouted.

"To bring you back, by Master's orders." The ice-mage smile fell. "If you come back now, you could avoid expulsion."

"Expulsion!" Levy paled. Lily on the other hand, stood tall.

"I understand that we have broken the master's trust, and I am willing to accept any punishment he see's fit. However," His expression went stern. "I will not accept it until we have completed our mission."

"Yeah," Gajeel grunted. "We're doing this S-Class, no matter what." His arm began covered in scales.

"Fine," Lyon growled as his hand was filled with ice magic. "Then I'll have to use force. Just be lucky Gramp's sent me instead of Erza or Mira."

Levy stood between them. "Calm down, guys!"

"Hold on there a minute." The four paused and saw a man with a long mustache around his mouth, who was prepping his boat. "Are you guys wizards?"

"Um, yeah." Levy answered.

"So you came to stop the curse."

"Hell yeah!" Gajeel grinned while Lily and Levy nodded. The man smiled. "Then you can hop in."

"No way!" Lyon shouted. "I'm not letting you guys go that easily!" Unbeknownst to him, Lily flew behind him, then knocked the ice mage out with the hilt of his sword.

"Why would you do that?!" Levy asked as Lily and Gajeel dragged him onto the boat. "If he heads back, Gramps will send either Titania or She-Demon after us." Gajeel said. "So let's head up to the S-Class island!" However, as soon as Gajeel got on the boat, he began to suffer from motion sickness.

Levy sighed as she boarded the vessel. "Well, at least I can add kidnapping to explain why I got kicked out of Fairy Tail."

 **And so begins the Galuna Island arc.**

 **Gajeel: I bet I can finish the job faster than Salamander did.**

 **Natsu: Yeah right, metal face!**

 **Laxus: So me and Fernandez are switching places, huh. It's an alright choice. Can't see myself as a councilor though.**

 **Jellal: What persuaded you to do that?**

 **Well, it was mainly because I switch Erza and Mira, and you two are paired with them respectively.**

 **Jellal and Laxus: ...Of course.**

 **But it's also because of other reason. Both of you started with darkness with your heart, both worked to make up for you sins, and both are extremely powerful, with Jellal being a Wizard Saint and Laxus defeating the fifth rank Wizard Saint.**

 **Lily: Very logical conclusion.**

 **Thank you.**

 **Gajeel: So now Dreyar's the bloke that's being control by Fullbusters's crossdressing brother.**

 **Lyon: I have never crossdress in my life!**

 **Gajeel: I'm talking about the other one.**

 **Gray: What do you- wait! Who told you that Ultear was a boy?!**

 **Gajeel: Hey, that's what Salamander said.**

 **Ha ha, and you believed him?**

 **Gajeel: Aw, shut it!**

 **Gray: Flame Head, why would you still think that?**

 **Natsu: Hey, I'm 80% that Ultear person is a dude.**

 **Makarov: Wait a minute, did you just switch my grandson with a random individual!**

 **I didn't even say if Jellal is your grandkid in the story instead of Laxus.**

 **Makarov: Is he?**

… **Yes. You have a blue haired wizard for a grandkid now.**

 **Makarov: Gahhh! Macao was right, You have gone too far!**

 **Geez, calm down, it's only a minor story edit. I did say they would be edits to the family tree.**

 **Levy: So, what was that discussion between Lily and Mystogan about?**

 **You'll find out much later in the story, though I'm sure some of you can guess. Anyway folks, leave polite comments about the story, and expect the next chapter next week. Sayonara, minna!**


	10. Old Demons Sealed in Ice

**Greetings, Fairy fans. DigiXbot here.**

 **Lyon: Are you now parodying MandJtv.**

 **No, I am… simply using a similar style of introduction. Here's the second chapter for an alternate tail. BTW, this is where Gray fans must be the most weary.**

 **First I like to thank the recent followers and favorite-tiers.**

 **Levy: You know favorite-tiers are not an actual term?**

 **Yeah, but it sounds cool. That said group includes Drawkill Vear, Srya Evermist, prettylittlewitch, gamershacked, DeadmanSteadman, and shadow-saur. I would also like to respond to some of the recent reviewers.**

 **First I like to agree with Johhny Spectre on the speculation that Jellal is Makarov's son, since their Edolas counterparts are father and son.**

 **Natsu: Huh, that makes perfect sense.**

 **Happy: So, would that make Jellal and Erza Laxus's uncle and aunt?**

 **Laxus: How does Jellal being Gramp's kid make- oh wait, the fact they're into each other.**

 ***Erza and Jellal faces are now like the former's hair***

 **Happy: They liiike each- ahhh! *Erza kicks Happy to the moon***

 **Cinder Fall, I hope you're ready for the Phantom Lord arc coming soon. I have plans for that, especially when it comes to Natsu. Be wary when that happens.**

 **Natsu: What'd ya mean by that?**

 **Lucy: Um, Natsu, maybe we can talk about it when it comes. So we can avoid spoilers.**

 **Natsu: Alright!**

 **prettylittlewitch, glad you're enjoying Lyon, and find the Laxus/Jellal switch interesting. I can't spoil too much on Mira's past in this fic for everyone else, but I can share one thing in public. Something very important.**

 **...Erza still has the artificial eye.**

 **Gajeel: And I thought Mashima was a troll.**

 **Enough from you. Anyway, hope you'll enjoy him more in this arc. And don't worry, you'll love my choice for Lyon's love interest. There's actually a clue in the fourth chapter.**

 **Gajeel: Ice-prick is** _ **still**_ **trying to figure that clue out, Ghi hi hi!**

 **Lyon: No one asked you metal face!**

 **Gray: Geez, you two are really starting to get into arguments easily.**

 **Natsu: Yeah, talk about dumb!**

 **Gajeel and Lyon: You two should talk! *All four get into a fight***

 **DeAmonQuEen, sorry that Jellal's portrayal weirded you out. I tried to base this version of him at this version of time on his Siegrain persona when he was controlled by Ultear.**

 **Jella: Either way it's uncomfortable for me… no offense.**

 **None taken, buddy. But soon you can be portray as your regular adorable self… okay maybe I should stop now. Anyway, I agree with you with Gajeel being a council agent being a complete surprise.**

 **And Saturn's Moon (though I don't know which moon), it seems I must address something that could affect the whole story.**

 **...Elfgreen is still happening, my amigo.**

 **Elfman and Evergreen: Eh?**

 **Nothing's going to stop that Manly Fairy Ship! Don't worry, the Thunder God Tribe is still around, just going by another name since they were founded by Jellal.**

 **Bixslow: Nothing stopping this crew!**

 **Bixslow's babies: This crew! This crew!**

 **And one last thing. Erza, Mira, could you two deal with the Four Musketeers over there.**

 **Erza: Not a problem.**

 **Mira: We'll make sure they'll behave.**

 ***Natsu, Gray, Gajeel, and Lyon are now all afraid***

* * *

 **Now with that's settled, we need to give a disclaimer. Lyon?**

 **Lyon *Completly bruised*: Gotcha, DigiXBot does not own Fairy Tail.**

* * *

 **Old Demons Sealed in Ice**

"I'm getting this bad feeling about the mission." Levy muttered as she and the others travelled on the boat in the evening.

"You're talking like that after you dragged me with you guys." Lyon grumbled, now tied up with ropes. He turned to the sailor. "So why did you bring us along?"

The sailor stared into the distance before speaking. "My name is Bobo, and until three years ago, I was a resident of that cursed island."

"Why did you leave?" Lily asked from the front of the boat. "And what sort of curse befall onto it."

Bobo sighed. "The curse that brings only misfortune." He turned to the four wizards. "Can you really remove…" He pulled his left arm from under his cloak. "this demonic curse." To the surprise of Levy, Lily, and Lyon, the arm was night black and appeared insect like.

Bobo was suddenly startled when he saw recognized land. "There it is," He pointed to it. "Galuna Island." The three turned and saw a small island with a mountain in the center.

"Hey Mr. Bobo…" Levy turned around to ask the sailor for more information, but was frightened when she saw he has disappeared. Lyon and Lily also had similar reactions to the event. "Where is he?" The Solid Script mage asked nervously.

Lily jumped off the boat into the water, but soon popped up. "I could not find him down there. He definitely did not fell into the sea."

"What the hell's going on?" Lyon asked worriedly. Meanwhile, Gajeel continue to moan with motion sickness while halfway out the boat, but he soon felt the waves crashing into him becoming more wild. He then heard an oceanic roar. "Wha-what's that sound?" He asked.

Lyon and Levy turned around and were horrified at the sight of a one-story high wave.

"Tidal wave!" Levy shouted at the boat drifted deeper into the rising waters. "We're being sucked in!"

"Lily," Lyon shouted at the Exceed. "Transform and take this boat out of here!"

"I can't," Lily responded as he got back into the boat, already falling deeper into the water. "It's too late to escape!"

The wave then collapsed onto the boat as they screamed, trapping the four wizards under the water.

* * *

Much later at noon the next day, Levy opened her eyes to find herself on sand. She got up and saw that herself, her teammates, and the wreckage of the boat were lying on a beach. The other three began to wake up as well.

"Are you guys okay?" The Solid Script mage asked them. Gajeel quickly got up.

"Gah!" He shouted. "What was that storm-" He stopped as he realized his location. "Huh, are we're on Galuna Island now?"

"Probably," Levy answered. "Yesterday's tidal wave must have washed us ashore."

Lyon slowly got up as Gajeel and Lily stood upright, the ropes that held him already fallen off. "There still are many questions to be answered," Lily stated. "The man's arm, the 'demonic' curse. There are not many spells with such a result. And why did he disappeared?"

Gajeel shrugged. "Probably nothing to worry about. Let's get going already."

"He does has a point, Gajeel," Levy countered. "The curse the man was talking about is the one we were asked to dispel."

"Then we'll just head to the village that's suppose to be here." Gajeel replied.

"Hang on." Lyon said as he got up.

"Don't even bother stopping us." Gajeel growled.

"Actually, I'm coming with you." Gajeel and Levy stared at the ice-mage in confusion. "Like I'm letting you two get to the second floor before me. Plus the guild will be boring without you." Levy smiled and Gajeel and Lily grinned. "Ghi hi." Gajeel said. "Just don't hold us back then."

* * *

By the time the sun was setting the four arrived in front of a heavily fortified wooden wall with a single gate. Written on the gate were the words "Keep out."

"Keep out," Lyon raised his eyebrow. "What kind of village is this?"

"Excuse us," Levy called out. "But can you please open the gate?" Gajeel walked over and began to loudly knock on the wall. "Hey," He shouted. "Let us in!"

"Stop!" The four looked up and saw two robed watchmen. "Who goes there?" One of them asked.

"We're wizards from Fairy Tail." Levy answered. "We saw the request you sent..."

"Fairy Tail, huh, we never received a confirmation of your acceptance."

"Um…"

"There must be some confusion, then." Lyon inputted. "The letter must have been lost."

"Probably through the mail." Gajeel inputted. "Ya know how that happens."

"Show us your guild marks." The watchmen asked. Gajeel turned and showed the black mark on his shoulder, Levy turned around and show the light blue mark on her shoulder blade, Lyon lifted his shirt to show the dark blue mark on his chest, and Lily turned around and moved his sword to show the green mark on his back.

"Very well, wait inside," The watchman ordered. "I'll bring the mayor over." The wooden gates started rising.

The four wizards entered through the gates and soon encountered a group covered completely in robes, lead by a man with a more ceremonial design underneath and carrying a staff with a crescent moon on its end

"Thank you for coming here wizards of Fairy Tail," The staff holder said."My name is Moka, and I am the mayor of this village." He sighed. "I know this is sudden, but please look at this." He turned to his people. "Everyone, take off your robes." All of the residences soon took off the coverings, revealing that one of their limbs was transformed.

"I knew it…" Lyon muttered. "Just like the boat man."

"What kind of curse is this?" Levy asked gently. Moka sighed and raised his black demon hand.

"All we know is that this is a transformation curse, one that affects everyone on the island, even the birds and dogs."

"Not to question your claim, but are you sure that this is a curse?" Lily asked. "This could be an unusual disease."

"I have asked many doctors, but they all say there is no disease like this. And we know that the moon's magical power has something to do with this."

"The moon's power?" Levy asked.

"Ever since ancient time, the island was bathed in moonlight, so much in fact the island shined at night just like it. However, a few years ago, the moonlight started to turn purple, at least to the island." He added to the confused state of the wizards. "And afterwards, the curse of the moon began."

The four wizards looked up and saw that the moon has risen, but they were shocked that it now glowed a violet hue.

"Yes," Moka said as he began to struggle in pain. "This is… the curse of the moon's power." Soon he and the other villagers began screaming in pain as they bodies bubbled in transformation, their skin becoming scales and soon beaks and horns popped out of their bodies. A final howl was released as they now took the forms of demons. The four wizards could only look at the transformation in horror.

"Sorry about that," Moka, now a spotted purple demon with horns, said. "We become these demons once the purple moon is out. If this isn't a curse, then tell me what is." The other residences began crying at their misfortune, and the four could only look in pity.

"How's this possible?" Gajeel asked.

"Once morning comes, we began to return to our normal forms." Moka stated. "But recently there have been people who didn't turn back, and have lost their souls."

"No way." Levy said with worry.

"We were left with no choice but to kill those who have lost their souls, and become a real demon."

"Even if there was a chance to get them back to their old bodies?!" Lyon questioned.

"You have to understand, they would kill the others if they were allowed to live. And even if we locked them up, they would break out and escape." A tear escaped his eye as he pulled out a photograph. "That's why… I was forced to kill my son, whose soul became evil, to protect everyone." The four were startled when they saw the photo of the man that brought them to the island.

"That man…" Levy whispered nervously. "He was… a ghost."

"He brought us here," Lily stated. "So that we can save his home."

"I know of the fame and compassion Fairy Tail has," Moka stated as he bowed down. "So please save our island, before we all lose our souls, and… and become demons forever."

"We're not letting that happen." Gajeel answered seriously. "How do we stop this curse."

"There is only one way to end the curse," Moka answered seriously. "You must destroy the moon."

* * *

Latter that night the four were preparing to sleep in a guest hut. Lily was staring outside at the moon.

"Lily," Levy called out while pulling out her cot from a suitcase. "Could you close the window, we don't want to risk transforming into demons." The Exceed pulled the curtains to cover the opening.

"Destroy the moon," Gajeel grumbled. "It just seems impossible."

"I don't think even the Kings of Ishgar can accomplish that, much less the four of us." Lyon stated.

"Yeah, but we can't just refuse the request."

"Even if we were to accomplish such a task," Lily inputted. "The consequences would not just fall unto Galuna Island, but all of Earthland."

"A lot of animals do need the moon to survive." Lyon mumbled.

"We won't be able to have Fairy Tail's moon viewing steak." Gajeel grumbled.

Levy did not notice the others' conversation. "Correlation…" she muttered. This grabbed her teammates' attention. "The villagers think the moon is causing their transformation because its new appearance occurred around the same time their condition occurred." She explained. "But just because two events happen at the same time doesn't mean one is causing the other."

"So there could be a third element responsible for both situations." Lily added. "And once we find and terminate it, we can reverse the transformations."

Gajeel yawned. "We'll just have to look around tomorrow. Right now, I need to sleep." He and Lily fell asleep on their cot.

"Yeah," Lyon yawned. "We'll think about it tomorrow." And he also went to sleep.

"Good idea, guys," Levy said, already tired. "Goodnight everyone." And she went to rest between the dragon slayer and the ice mage.

However, she got up with her eyes twitching. Mainly it was because Gajeel's snoring was as subtle as an earthquake, and Lyon decide to sleep commando. Completely irritated, she grabbed her pillow and slammed it on her head to block out the sight and sound.

* * *

The next morning the four have left the village to explore the nearby forest. Needless to say they did not have much energy.

Gajeel yawned as the four marched. "It's too fucking early."

"Couldn't we get a few more hours of sleep?" Lyon yawned.

"No way," Levy said. "We need to find the source of this magic."

"We have to remain vigilant," Lily said. "The locals said that the forest is filled with dangers."

"If there's any problem," Gajeel grinned. "I'll just pummel it down. Ghi hi hi!" The four stopped when they heard intense footsteps and heavy breathing.

"What in the world?" Lyon asked. The trees were pushed away by a giant mouse wearing a dress and bonnet, growling at the wizards in front of it.

"A giant mouse!" Levy shouted.

"Take it down!" Gajeel yelled. He activated his metal armor, while Lily transformed and Lyon prepared an ice attack. However, the mouse spewed a cloud of gas at the four wizards, causing them to choke on it.

"What's that smell!" Lyon shouted. He turned and saw that Gajeel and Lily have reverted to normal forms and were knocked out. "Their heightened senses aren't helping them." He grabbed the unconscious Exceed and shouted at the dragon slayer. "Get up, Gajeel!" Gajeel got up, just as the mouse began chasing them.

The four ran a large distance away from the approaching rodent before Levy turned around. "Solid Script: Oil!" With the flick of her pen she sent a word of oil in front of the mouse, causing it to slip onto its back.

"Nice one, Shrimp!" Gajeel thanked. Levy stopped running and saw the ruins of a temple. "Guys, look!" She shouted. "We can hide in there for a while." She turned around and sweatdropped as Gajeel and Lyon pummeled the fallen enemy. "What are you doing?" She deadpanned.

"We're betting it down while we can." Lyon explained as he stomped on the mouse's head and Gajeel repeatedly punched the beast as well.

Much later the four entered the temple. "Can't believe you guys would continue to hurt that mouse even after we beat it." Levy grumbled.

"Hey, we had to make sure it won't be chasing us again." Gajeel gruffed.

"Besides, it needed to know that some people can fight back and it needs to be ready to run, not prance around in a dress." Lyon added.

"It had to learn it was a rat eat rat world." Everyone stopped and stared at the dragon slayer. "What?"

"The expression is that it is a _dog_ eat _dog_ world." Lily explained. Gajeel blinked. "Are ya sure, cause I'm sure dogs aren't cannibals. Besides, my saying makes more sense. I once saw a big rat eat a smaller rat."

Levy shuddered. "Thank you for that, Gajeel." As they four continued they could not help to notice the damage state of the building.

"Talk about a shabby," Gajeel grunted. "How old do ya think it even is?"

Lyon was staring at some old runes. "Moon marks, huh. Guess the people who live here valued the moon?"

"First the moon island, then the moon curse, and now moon marks?" Levy pondered. "There's some sort of connection."

"Still, we may require further investigation." Lily said. "Be careful here, the floor could be unstable." His words, however, did not reach Gajeel, who was now stomping his feet on the now crumbling floor.

"Gajeel!" The Exceed shouted, causing the Dragon Slayer to stop, but it was too late, as the cracks grew and eventually the floor the four were standing collapsed and they fell into the new hole.

The three human wizards screamed at the shock. Lily quickly grabbed Levy, while Lyon created two ice bats to catch him and Gajeel jumped onto the falling debris. The four manage to safely land onto the ground.

"Honestly, Metal Face!" Lyon shouted. "Can't you use your head for once?!"

"How the hell would I've know the floor could collapse!" The dragon slayer yelled back. "Just where are we anyway?"

"Looks like we're in some sort of basement." Levy answered. "Or a natural cavern that rested underneath."

"Well, in that case, let's look around." Gajeel walked through a nearby tunnel.

"Hold on, Gajeel." Lily said. "We can't just wander randomly."

"Would ya calm down, Lily, everything is-holy shit!" Gajeel's yell could be heard at the end of the tunnel.

"Gajeel?" Levy and the others rushed after him, however, they were also in shock at what he witnessed.

Within a larger cavern rested a large iceberg, and trapped within it was an enormous monster. It's hands and feet were sharp talons, and on its head were long ferocious horns. A waterfall of black hair flowed from its head. Despite being frozen, it's enraged expression still struck bits of fear into the four Fairies.

"It's some kind of fucking demon!" Gajeel shouted.

Lyon paled as recognition of the creature covered his face. "No way… it's Deliora!"

The others turned to him confused. "It shouldn't be here! It's impossible!"

"Lyon!" Levy shouted, then rest a hand on his shoulder. "Calm down."

The ice mage breathed deeply as he try to push his fury down, yet silvers of it remained. "How do you know this creature?" Lily asked.

"That's Deliora," The ice mage answered. "The Devil of Misfortune and Disaster. One of Zeref's demons."

"That's one of those Ethoro-things," Gajeel questioned. "Like Lullaby?"

Levy suddenly heard approaching footsteps and whispers. "Guys," She whispered loudly at them. "Someone's coming." The four quickly hid behind a nearby pile of rocks, before two men entered the hallway.

"Is this where you heard the voices?" A blue-haired man with prominent eyebrows asked his companion.

"Oooon." Confirmed a dog-like individual. The man sighed. "In the day hours I'm just exhausted."

"Oooon."

"Did you get some of the Moon Drip on you, Toby. You have ears and stuff."

"I did not!" The dog-like man shouted. "It's decorative! You of all people should know that, Yuka!"

"Don't yell. I was only teasing you." Yuka replied. "Oooon." Toby moaned.

"Yuka-san, Toby-san." A pink-haired women entered the cavern. "Sherry." Yuka acknowledged.

"I have terrible news." Sherry continued. "Angelica was harassed by someone…"

"It's just a mouse!" Toby shouted.

"Angelica is not just a mouse. She is the hunter that gallops through the darkness… and ~love."

"...There is something seriously wrong with that girl." Lily deadpanned behind the rocks.

"They don't smell like they're from this island." Gajeel muttered.

"And they don't look cursed either." Levy whispered. "Though I'm not sure about the guy with the ears."

"Intruders, huh." Yuka mutters. "And just as we're gathering moonlight this evening."

"We must get rid of them before the Ice Emperor hears about this." Sherry states.

"Agreed. Since they've obviously seen Deliora, we can't let them leave alive. Nothing can stop is release."

"Eternal sleep to the intruders, in other words...~love."

"Death!" Toby shouted. "We'll kill them!" Once the three left, the four Fairies came out.

"We should have just grabbed them and interrogate them." Gajeel grumbled.

"Not yet," Lily states. "We don't know if they were alone."

"Like the moon drip they mentioned." Levy muttered. "I know I've heard about it before…"

"How did they find out where Deliora was sealed?" Lyon questioned. "And why would they bring it here?"

"Sealed?" Lily questioned.

"It was sealed in the northern continent, in Burago," The ice mage answered while staring at the demon. "Where it terrorized for years before it was stopped."

"How do you know that?" Questioned Gajeel.

"Because my master, Ur, sealed it herself, at the cost of her life." Everyone stared in shock at him.

"Do you think it's related to the curse plaguing Galuna?" Levy asked.

"If it is, we need to stop it now." Gajeel stated. "Shrimp, can ya use your magic to-"

"Don't bother trying!" Lyon shouted, then calms down. "It won't matter. Ur used the spell 'Ice Shell,' which traps the target in unbreakable ice. Not even the most powerful flame mage can melt it."

"But the group from before said they're planning to release it." Levy said. "So there must be trying to free it somehow. But why…"

"Does it matter," Lyon growled as he clenched his fist. "They have the nerve to bring it here, and now they want to release it." His hands were charging with polar energy. "Whoever this Ice Emperor is, he's going to pay for disgracing Ur's legacy!"

"Then let's go after those creeps then." Gajeel states.

"Hold on," Lily calls out. "We need to wait until the moon is out."

"Seriously!" The dragon slayer shouts

"He's right," Lyon said. "Deliora and the curse are both related to the moon somehow. And they also said they'll be gathering moonlight…"

"You three will take rest," The Exceed commands. "I will keep guard." The three wizards soon found a place to nap and closed their eyes. The ice mage, however, did not have such a pleasant rest.

* * *

" _Can you handle the training?" A dark-purple haired woman asked in the snow. "My training isn't exactly easy."_

 _A silver haired boy gave a determine smiled. "You bet. I want to learn everything from you!_

 _Flashes of more memories come. A meeting with a black-haired boy, in a ruined city. Training in the frigid cold. Talk of old memories. A lost daughter is mentioned, a missing tear..._

"Lyon."

 _The sight of burning town. The primal roar breaking the air. The woman now missing a leg. Ice begins to surround the black-haired boy._

"Lyon?"

 _Flashes again to the woman, now in the same position. The silver-haired boy's protest fails to reach her. She gives a final smile…_

"Wake up, Perv-sicle! It's night already"

The ice mage quickly got up, grasping his chest as he regains his surroundings. _Just a dream._ He thinks to himself. _Nothing more than old memories._

"Are you alright?" Levy asked concerned.

"I'm fine." The ice mage replied as he got up.

"Look like you were having a nightmare." Gajeel grunted. Lyon glared at the dragon slayer, but before he could retort the cavern's ceiling pulled away, bathing Deliora with a direct purple beam.

"Is that," Levy stared. "The moonlight!"

"That can't be a coincidence." Lyon growled. "We have to check at the top!"

The four raced out of the caverns to the outside of the ruins. They then reached the top of the ancient temple, where there was a group wearing ceremonial robes with a crescent moon symbol surrounding the hole that reached the caverns. Through a powerful chant in an ancient language, they created a series of magic circle in the air, which concentrated the violet moonlight into the hole.

"There actually gathering moonlight?" Gajeel stared in shock as they hid behind a fallen column

"That spell," Levy analyzed. "It's in Beria, meaning moon drip…" She pales. "I know what's happening! They're gathering the moon drip to revive Deliora!" Gajeel and Lily were startled by this news

"That's impossible," Lyon countered. "Ice Shell is practically unmeltable."

"Moon Drip is an ancient spell that melts ice." The Solid-Script mage explains. "Once concentrated at one location, the moon's magic power can break many spells." She scowls. "It also explains what happened to the villagers. The magic concentrated is so strong it can contaminate human bodies."

"How can they try to free Deliora," Lyon snarls. "They don't know how dangerous it is!"

"Yeah, and what those creeps did to the natives," Gajeel growled. "We can't let them get away with that."

"Hold on," Lily commands. "Someone's coming."

Approaching the site was a man with long black hair. He wore an elegant cape that draped his body, and his head was shielded by an intimidating horned helmet.

"Ice Emperor." Sherry gave the man a curtsy. The frigid expression of the man did not waver. "How long till Deliora is revived?" He said. Lyon almost popped out at the sound of the familiar voice.

"Probably about tonight, or tomorrow..."

"Which is it?!" Toby yells.

"I advise that we speed up the process, great Ice Emperor." Yuka suggested. "I have detected a magic anomaly in the atmosphere building up. It could interfere at late tomorrow."

"Anima…" Lily mutters under his breath, so quiet not even Gajeel heard him.

"Very well, we'll spend more hours generating moon drip tonight." The Ice Emperor declared.

"I'm afraid there is darker news, Emperor." Sherry stated sadly. "They were intruders during the daytime, but we failed to locate them." She sighs. "I can't speak of ~love like this."

The masked man scowls. "Intruders."

 _It can't be._ Lyon thought. _It's impossible._

"We worked for so long, and now we are so close." The Ice Emperor continues. "I don't wish to spill blood, but no one must get in our way." He turns to his followers. "The only place with human life is the village at the other end of the island. Go there and destroy that village."

 _Him of all people, after what Deliora did to him. He should be stopping this! This has to be a lie!_

The three nodded. "Understood, Ice Emperor." Yuka replied.

"What!" Gajeel growled in rage.

"The townspeople had nothing to do with this!" Levy yells.

"We can't let them reach the village!" Lily shouts. Gajeel jumps from their hiding place, and let out a ferocious roar that grabbed the enemies' attention.

"We aren't letting you punks hurt them!" Levy and Lily came out as well, already ready in their own ways to stop the attack.

"Those marks…" Sherry observed. "They're from Fairy Tail."

"So the townspeople contacted a guild for help." Yuka concluded.

"What are you waiting for?" The Ice Emperor growled. "Go and obliterate that village."

"How can you do such a thing!" Levy shouted. "They didn't even know you were here!"

"Our mission is too important for you to understand, and anyone that stands in our way is our enemy."

Before the three could yell back another voice shouted out. "You!" Lyon came from the pillar, rage filled in his expression "Stop this!" He slammed his hand on the ground, sending a bursting path of ice shards at the man.

"Ice?" Sherry asked confused. But the Ice Emperor responded to the attack by charging energy with both hands, then sending his own path of ice shards. The two paths collided and created grand pillars of icicles. The force of the impact caused the new creations to soon shatter.

"He's also an ice wizard!" Levy exclaimed.

"Gray," Lyon growls at the other ice wizard. "Why are you doing this?"

The Ice Emperor scowled. "Lyon," He said, a haunting calmness present. "I didn't expect you to be here."

"You know this punk, Ice Prick?" Gajeel grunted.

"I thought I did," Lyon growled. "Do you even know what you're accomplishing?"

"I don't care how you got here," Gray turned to his followers. "Hurry up already."

"Yes, sir!" The three obeyed and moved out. Gajeel growled. "Like hell ya are!" Then he charged at their enemy.

"Gajeel, don't!" Lyon shouted. But his words were for naught as Gray slammed a fist into his other hand. "Ice-Make: Diamond Cage!" From the black-haired ice mage came frigid winds that surrounded the Dragon Slayer. The winds soon solidify into ice shards that were piercing Gajeel's body, causing him to scream in agony.

"Gajeel!" Levy shouted in worry.

"Lily, get Levy out of here!" Lyon shouted. The Exceed complies and grabbed the blue-haired mage as the two flew off.

"Ice-Make: Eagle!" From his hand Lyon sent a flock of eagle-constructs at his enemy, but Gray, shouting "Ice-Make: Shield!", created a defense of connected segmented ice shards.

"Lily!" Levy shouted as the Exceed warrior carried her off. "We can't just leave Gajeel behind!"

"We have no choice." Lily explained. "That ice mage filled the area with polar magic. We would be frozen if we stayed."

"But, then Gajeel-"

"If all of us were taken, then who will save the village!" Levy turned around and saw the pained expression on the stern warrior.

"Lily…" Levy said. "I'm sorry. You wanted to save him just as much as I did." She gave a faint smile. "I'm Gajeel will survive. You said it yourself, not many things can break his armor." Lily smiled back, and the two flew off to the village.

Back at the ruins, Gray stared at the two departing wizards. "So you attack me to give them an opening." Gray observed, then face the silver-haired mage. "It won't matter. They won't be able to stop Sherry and the others."

Gajeel, while trapped in an ice sphere, growled at the masked man. "Don't underestimate Fairy Tail, bastard!" However, Lyon then kicked the trapped Dragon Slayer, causing him to roll down the hillside. Gajeel, in confusion, didn't configure the incident until he fell down the cliff. "What the fuck are you doing, Lyon!" Gajeel yelled as he rolled down.

"Wasn't he your teammate?" Gray questioned. "Still as reckless, huh."

"That ice magic can destroy the body, so I can send him far enough that your magic won't affect him."

"Clever," Gray acknowledged. "You haven't change, Lyon, always acting like you're my senior."

"And you changed so much. Why are you doing this? The Gray I knew wanted Deliora off the face of Earthland, and here you are, wanting to bring him back, after Ur destroyed-"

"No," Gray took off his helmet and threw it to the side. "Her spell is simply sealing it, keeping it alive long enough for a madman to revive latter. I'm simply finishing what Ur started."

"You're not even worthy to say her name!" Lyon shouts, raising his hand for combat. "You're no longer Ur's student! Ice-Make: Water Serpent!" The construct was swimming through the air at high speed.

"Ice Make: Hammer!" Gray forged the new weapon and used it to deflect the ice serpent. "You're one to talk," Gray countered. "Have you really forgotten what Ur taught us of proper maker form. Ice magic requires both hands to balance our power." Lyon growled at his opponent. "Or do you think so highly of yourself that you think you can use just one hand." The black-haired mage taunted.

Lyon raised his hand in preparation. "It doesn't matter. Ice-Make: Tiger!" The tiger leaped and prepared to strike Gray, but he created a pair of swords that shattered it immediately.

"Like I said," Gray said calmly. "No balance. You still want to surpass Ur."

"After everything she did, why do you want to release Deliora?" The silver-haired mage was already losing energy as Gray marched forward.

"Deliora took everything from me before Ur came, and she too was taken from us. This is my chance to not only get revenge, but so much more. Ice-Make: Geyser!" He slammed his hands onto the ground, and before Lyon could react he was blasted back by the icicle wave.

Lyon struggled as he tried to get up, but Gray grabbed him by the neck. "You left me with no choice," Gray growled as he choked his rival. "But be lucky I didn't want more blood on my hand." Recognizing the confusion in the other ice-mage's face, he continued. "Oh, don't bother acting surprised. You obviously believe that Ur's death, was my fault."

He sighed. "And you're right. I wasn't ready back then, and that lead to her sacrifice. But now I can atone for my sins. And I want you to know, I didn't want this to happen" He threw his now unconscious opponent onto the ground.

The Ice Emperor turned back to the remaining ritualists. "Return to the ceremony. We need to hurry up, before more outsiders come." He looked up at the moon. "If anyone else comes, eliminate them quickly."

* * *

Meanwhile, a pirate ship was sailing through the storm filled ocean. The captain, who was at the wheel, was trembling in fear. "Wh-what are you going to that island for?" He asked another individual.

"Just navigate." The white-haired figure commanded sternly. The captain shivered as he held on tightly to the wheel.

"P-pardon me, but we're sailing to G-galuna Island, the cursed island. I h-heard the place is where humans become d-demons."

"I do that on a daily basis anyway." Mirajane Strauss said calmly. "Right now, I want to deal with some rule-breakers."

 **And that finishes the second chapter of the Galuna arc.**

 **Gray: Can't believe** _ **I'm**_ **the villain of the story.**

 **Hey, at least I did a good job presenting you in a complex deeper than Lyon. His mission in canon was pretty much an ego stroke.**

 **Lyon: Fine, I was a real prick back then.**

 **You sure were. But then you enter the side of light. Kind of like a whole lot a former enemies.**

 **Gajeel: Can't believe that ice-prick pushed me off the hill.**

 **Natsu: Stripper was just as rude last time.**

 **Gray: Well, excuse me, I was just saving your life from the diamond cage. That spell could have killed you ya know.**

 **While these four argue, you guys will have to wait for next week for the next chapter. Until next time Fairy fans, gotta read them all!**

 **Gray:...You're going way too far with the parodies.**

 **Humph.**


	11. Protecting the Village

**Olá amigos** **. Hope all of you are enjoying the 2016 Olympics.**

 **Natsu: Man, I really wanted that torch. It looked delicious.**

 **Lucy: Natsu, they need that flame to start the Olympics.**

 **Gajeel: Really?**

 **Levy: Yes, it's been a tradition since the first Olympics in Ancient Greece.**

 **Natsu: Ancient tradition stuff, huh? Eh, sounds pretty weird.**

 **Happy: Aye, 'real' people do a lot of strange stuff.**

 **Gray: Unlike you two, I actually enjoyed it. The opening ceremony was amazing.**

 **Juvia: Juvia enjoyed how they expressed the diversity in Brazil.**

 **Mira: The dancing and performance was amazing. Especially that cute little boy!**

 **Wendy: I liked the dancing too. Hope they show more at the closing ceremony.**

 **Lyon: Really enjoyed the origin of Brazil. Those puppet animals were amazing.**

 **Lily: I enjoyed that the Olympic committee created a team for refugees to compete. It let's them show their abilities during an intense point in their lives.**

 **Glad all you guys enjoyed the Olympics Opening Ceremony. Now we should begin our own opening.**

 **First I like to thank Esd123 and bluevamp for favoriting and following Alternate Tail. Glad you two enjoyed it.**

 **Next I want to thank Cinder Fall 39, Fairy of the Fitz, guest reviewer Circe, and DeAmonQuEen for their reviews. First, I'm glad that DeAmonQueen and Cinder enjoyed my portrayal of Gray.**

 **Gray: Seriously, I'm the villain in the story!**

 **Juvia: Don't worry Gray-Sama, Juvia does not think you're a villain. Juvia thinks you are facing a difficult situation.**

 **Exactly, I had you take Lyon's role while portraying you as you would be if you taken a darker path against Deliora.**

 **For Fairy of the Fitz, so glad you enjoyed Mira as always, and don't worry, you'll be seeing some development for our Dynamic Ice Mage very soon.**

 **And speaking of Lyon, Circe, congrats on figuring out his love interest. Hope you're excited for her debut.**

 **Lyon: Oh man! I figured it out, it's-**

 **At ta ta ta. Wait for the Phantom Lord arc instead of spoiling it, would you.**

 **And finally, I want to thank DaEmonQueen for two reasons. One for enjoying my portrayals, especially for Gajeel and Gray, and second, for giving me advice on how to interpret different reviews. Definitely came helpful latter. You're one of my favorite reviewers. :D**

 **And to a unnamed flamer from chapter one. I will tell you now that you're flame was feed to Natsu.**

 **Natsu: Yeah, and it taste terrible. Even the strippers are more polite than you.**

 **Gray and Lyon: Hey!**

 **Natsu: I oughta use Fire Dragon Roar on you!**

 **Now Natsu, we must deal with reviews carefully. Remember the saying, for every flame they are thirty-six friendly reviews.**

 **Gajeel: Who says that?**

 **Me, obviously.**

 **Everyone: ...Of course.**

 **Okay, what does that mean? You know what, never mind.**

* * *

 **Now, to begin this chapter, I'll have Toby do the disclaimer.**

 **Toby: I can't do the disclaimer!**

 **Why not?**

 **Toby: I lost my special sock! It's the counterpart of the sock that Raven Tail name-faker destroyed during the Grand Magic Games! I can't do anything without it!**

 **Yuka: Are you talking about the sock around your neck?**

 **Toby: Oh, I guess I still have it then. Okay, DigiXBot does not own Fairy Tail!**

 **Yuka: Don't yell.**

 **Toby: Ooon.**

* * *

 **Protecting the Village**

Hours after being defeated, Lyon laid on the grass, suffering greatly from injuries both inn body and will.

 _I'm sorry, Ur._ He thought, _I failed... to save him._

A nearly round shadow covered him. "Che," Gajeel, still trapped in the diamond cage, muttered. "Ya got beaten to near death. Talk about lame."

"Gajeel…" Lyon groaned. "What are you doing here?"

"I didn't know where the village was, so I came up here to find it." The dragon slayer answered as he threw the ice mage over his shoulder.

"Was Gray here?"

"Nah, nobody here, that ritual must have ended. Fuck!" Gajeel cursed. "We have to get going. Shrimp and Lily might be in danger." Gajeel ran through the forest with Lyon.

"Gajeel…" The dragon slayer looked at his teammate and saw tears in his eyes. "I can't… blame you for anything…"

Shut up!" Gajeel yelled. "Don't be insecure just cause ya lost! Fairy Tail wizards don't just give up, we keep on running forward! Though it's hard to run like this." He grumbled the last part.

The ice mage smiled. "Thanks, Metal Face."

"Ghi hi," Gajeel laughed. "I was getting tired of that sappiness. Come on, Levy might need some help with those creeps."

* * *

"And so, the people who are coming are the ones responsible for the curse," Levy explained to everyone at the village. "If we capture them, we can ask them how to turn you back to normal."

The villagers began muttering among themselves of the information. Lily walked forward to Levy. "Those three are probably mages. We may have the number advantage, but only the two of us can fight them on a near equal level."

"True." Levy pondered on the fact before snapping her finger. "But maybe we don't have to fight them."

Much later Moka arrived. "What's going on?"

"Mayor Moka," Lily replied. "I must tell you that a group of hostiles is going to attack soon."

"Hostiles!"

"Yes, they have been performing a ceremony in the ruins, which released a large amount of magic that lead to the transformation of your bodies."

"I didn't ask for that!" Moka yelled at the Exceed. "You're suppose to destroy the moon!"

"But we have no reason to destroy the moon, by capturing the culprits-"

"The moon!" Moka shouted as two villagers had to hold him back. "Destroy the moon!" The two tried to sooth him as they took him away.

"Do not mind him," A turtle liked demon said sagely. "He went through a lot after the death of his son."

"I know," Lily replied. "But my teammate Levy has formulated a plan to capture the enemies. We can rely on her."

"Finished!" Lily walked over to the crowd and saw Levy standing next to a pile of vegetation right in front of the gates. "Operation Capture the Villains is ready!"

The villagers and Lily stared at the contraption in confusion. "Levy," Lily asked patiently. "What is that?"

"It's a pitfall trap," Levy explained. "I created a hole using my magic, then covered the path with vegetation. The trap is right in front of the only entrance to the village, which the enemies have to come through. When they do, they'll spring the trap and fall right in."

"... I don't think anyone will fall for something so obvious." The Exceed stated. Many villagers muttered agreements with him.

Levy just groaned. "Just wait and see, this plan is foolproof!"

"I see something coming!" A watchman shouted from atop the gate.

"It's them," Levy grinned. "Open the gate!"

The gates were opened, and the group waited for the arriving enemy…

"Hey!" Only to see a near frozen Gajeel running towards them while carrying an injured, unconscious Lyon. "Are you guys okay?!"

"Gajeel!" Levy waved her hands frantically. "Don't come any closer! Stop!"

The dragon slayer stopped right before the trap. Levy gave a sigh of relief. "Hey, what's this?" Gajeel asked as he stepped onto the trap, causing him and Lyon to fall into it.

"Gajeel! Lyon!" Levy shouted as she and Lily ran to the trap.

"Who put this here?!" Gajeel, now free from the Diamond Cage since it was shattered in the fall, shouted.

"Sorry," Levy said as she pulled out Gajeel. "What happened to Lyon?"

"Got injured after his beat-down by that other ice-prick." Gajeel grumbled.

"We have to get him treated," Lily said as he carried out the ice-mage. He faced the villager. "Are any of you skilled in medical treatment?"

"Well, at least that ice's finally off," Gajeel muttered. "So those creeps aren't here yet?"

"No," Levy said, then frowned. "Now that you mentioned it, they left earlier, but you arrived here first."

"Maybe they got lost." The dragon slayer shrugged

"No, they knew where the village was from the top of ruins."

"Then they are taking far too long," Lily thought out loud. "What could they be planning?"

"What's that!" The three turned to the shouting villager who was pointing to the sky. When they followed his finger what they saw was shocking.

Using its tail as a propeller, the giant mouse from earlier was flying while carrying a giant bucket full of a substance. The three minions from before were riding on its back.

"It could fly?!" Levy shouted.

On Angelica the mouse, the three culprits were in the midst of discussion. "We took too much time making the Double Poison Jelly." Sherry stated.

"At least our timing was well," Yuka said. "The Fairy Tail wizards are also in the village."

"Two birds and one stone!" Toby yells.

"Unless Deliora is destroyed, our wish can never come true." Sherry said. "So anyone in our way will receive death."

The bucket was shaking during the flight, enough that a basketball-size drop of the jelly fell from it and fell onto the village.

"Jelly?" Levy asked curiously as it approached her.

"Shrimp, look out!" Gajeel leaped and pushed the Solid Script mage away from the path of the drop. When it hit the ground, it began to dissolve the vegetation and dirt there.

"It's some sort of… acid." Levy stated from the shock.

"Smells like it too," Gajeel growled. "Fuck, they really are going to kill them." The villagers now began to panic, fearing what the whole bucket full of the concoction would do to them.

"Ugly," Gajeel got up and recognize the voice of the eccentric-eyebrow enemy from above. "These 'humans' look nothing more than demons, like Deliora's children."

"Angelica," Sherry commanded. "Unleash it all." The giant mouse tilted the bucket over the village, releasing all of the jelly.

"Everyone to the center of the village!" Levy shouted. Despite the failure of the pit trap earlier, almost all of the villagers followed her command. Levy faced Gajeel. "We need to combine our magic on that blob, got it."

"Right!" The dragon slayer said.

One of the villagers turned around. "Mayor, we need to go!"

"No!" Moka shouted, kneeling by a gravestone. "I won't leave Bobo's grave."

Once as many people made it to the center, Levy pulled out her pen. "Going to need everything I got." Levy muttered as she wrote in the air. "Solid Script: Inferno!" A fire-base word that radiated intense heat was launched upward.

"Iron Dragon Roar!" Gajeel launched his own attack onto the word, pushing it at fierce speed into the falling jelly. The collision caused the blob to break apart, causing the jelly to scatter around a perimeter around the group.

However, one drop was falling right towards the mayor, who was still by his son's grave. "Mayor, move now!" But the burning drop hit the ground, leaving only the dissolved remains of the gravestone.

"No." Levy said in worry, but calm down once she saw Lily above carrying the frighten mayor. "That was too close." Lily sighed as the placed Moka down.

The group was now rested on a single safe piece of earth, with the surrounding village now melted into a barren canyon.

"All the civilians are safe, but everything else was destroyed in the attack." Lily scowled. Moka was now crying at the destruction of not only his home, but also the resting place of his son. The sound of three approaching footsteps only brought him more angst.

"We planned on giving you a quick death as a form a pity…" Yuka began as they entered the crater.

"But it seems we must now spill a lot of blood." Sherry finished.

Levy, Lily, and Gajeel were scowling at the three enemies. The three now each contained a rage to avenge the destroyed homes as they jumped into the battlefield.

"So," Yuka analyzed. "About 50 villagers, and three active mages. It'll be over in about 15 minutes."

Moka then unleashed his rage. "You destroyed Bobo's tomb! That's unforgivable!" He tried to attack them, but one of the villagers grabbed him. "We'll take him and Lyon-san to safety." A villager shouted to the Fairy Tail wizards as they ran away from the site. "You guys can deal with them!"

"The Ice Emperor's orders were the total eradication of our enemies." Sherry said as she got into Angelica's hands. "You will not escape." The mouse flew after the villagers at intense speed.

"Lily, Shrimp," Gajeel shouted. "Go after her!"

"You can handle these two?" Levy asked as Lily picked her up. Gajeel just grinned. "They say they can stop me in 15 minutes, I'll beat them in five."

The blue-haired mage smiled as she and Lily flew off after their targets.

"You really think they can stop Sherry?" Yuka asked.

Gajeel scoffed. "Please, that wackjob got nothing on my teammate."

"You're just rude!" Toby shouted.

"Don't yell." His comrade chided, then he scowled at the dragon slayer. "First you boast about your strength, then you insult our teammate. I should deal with you quickly."

Gajeel grinned. "Try to." And with great velocity he charged at Toby, with his fist covered in scales, and knock the dog-man out, surprising both the latter and Yuka. Gajeel then turned around and sent out an Iron Dragon Roar at the eyebrow-mage, causing a direct impact. But when the dust faded away, Yuka stood unharmed.

"So," Yuka stated, wiping dust off himself. "You really are the famous Black Steel Gajeel of Fairy Tail. Actually, myself, Toby, and Sherry used to be part of another famous guild, Lamia Scale."

"Really," Gajeel scoffed. "Guess all the spinning must have slushed your brains." Yuka scowled. "And now you dare to insult our former master, Ooba-san."

"You're going down!" Toby shouted as he got up.

"I don't give a shit where you're from," The Dragon Slayer growled. "You guys tried to kill our clients. Can't let that slide."

"Toby, let me handle this brute." Yuka said. The dog-man stepped away. The blue-haired man raised his arm, then threw it to parallel with the ground. "Wave!" A blast of blue energy came from his limb.

Gajeel armored his arm as the wave approach. "I can stand agai-" He stopped talking as he quickly rolled away from the attack. The wave of energy left a cut through the earth before hitting the wall of the crater.

"Ah," Yuka smirked. "Good instincts."

The dragon slayer growled and let out another dragon roar, but Yuka made another wave in front of himself that neutralized it before it hit him.

"Each vibration I create nullifies all magic;" He explained. "It is a magic that blocks all others."

"So that's the feeling I had earlier," Gajeel said as he got up. "I felt that my armor couldn't hold."

"Yes," Yuka replied. "As the anti-mage, all wizards against me are powerless!" He sent two waves at the dragon slayer, but Gajeel jumped up and avoided them.

"Wanna bet!" Gajeel's hand became covered in scales. "Iron Dragon Hard Fist!" He launched himself at the anti-mage.

"Wave!" With a single hand he created a blue force field between him and his enemy. Gajeel's fist stopped right at it.

"I told you, all magic is nullified in front of my wave." Yuka exclaimed.

"Then I'll just go without." Gajeel threw his right arm into the wave. It made it through, but it began vibrating rapidly, granting mass pain to the dragon slayer.

"To throw your hand in a magic sphere is foolish," The anti-mage states calmly. "You'll be torn to shred." But to his shock Gajeel then pushed his head through the barrier, now it was vibrating as well.

"Ghi hi hi!" Gajeel laughed maniacally at a frighten Yuka. "Your fancy wall does squat when I'm not using magic!"

"W-what can you anyway!" Yuka taunted. "You can't use magic in my wave."

"Yeah," Gajeel grinned. "But I can use it outside. Iron Dragon Club!" With his left arm transformed he launched his attack into the scorched earth. The force propelled his entire body straight through, sending his other fist right into Yuka's face, knocking the anti-mage out and dissipating the wave.

"Ghi hi," Gajeel smirked at the fallen enemy. "Guess my fist was _anti_ -anti-mage."

"You may have taken down Yuka," Toby shouted at the dragon slayer. "But you can't take me down! His fingernails extended into talons, now charging with electricity. "Face my Paralysis Nails: Deadly Jellyfish! These come with a secret!"

"...They paralyze you." Gajeel deapanned.

"You know!" Toby shouted surprised. "Never mind, die!" The dog-man began slashing at Gajeel, but the Dragon Slayer armored up and the nails broke on contact. Toby looked up pitifully at the Fairy Tail wizard. "Ooon." Gajeel simply punched the dog man in the face, knocking him out.

"Wow, an idiot and a bad fighter." Gajeel grumbled. He started walking out of the canyon when he saw a remaining piece of Bobo's tomb. "Those creeps destroyed everything." Gajeel said as he place the piece on the rock. "We're gonna make things right for everyone," He said to the gravestone. "Don't worry, I'll make that Ice-Emperor pay."

* * *

Meanwhile, Sherry was sitting in Angelica's hand, flying towards the escaping wizards. "We're getting closer, Angelica, I can tell." The pink-haired girl heard a scream. She looked up and saw Levy falling directly towards her.

"Got you!" Levy shouted as she tackled Sherry off the mouse's hand and into the forest below. The mouse attempted to go after its master, but a battle-ready Lily flew in front of it.

"Your fight's with me, rodent." The Exceed roared as he slammed the giant mouse far away into another patch.

Back on the ground, Levy got up from the crash. "Bit risky," She thought aloud. "But it work." She looked around the surrounding forest. "Now where is she?"

"You," Levy looked up and saw her opponent crying on a nearby boulder. "Thanks to you, the Ice Emperor's trust in me will fall. I won't be loved anymore!"

"...Love?" Levy asked confused.

"And what that creature did to Angelica," She cried, then screamed. "I won't forgive you!"

Levy pulled out her pen and gave a determined expression. "Bring it on!"

Sherry raised her hand and aimed it at a nearby tree. "Wood Doll!" The tree shook as its roots arose from the earth and began walking. It grew a face on its bark, then roared as it sent a thick limb at Levy.

Levy managed to to dodge, then used her pen. "Solid Script: Fire!" The word hit the tree and engulfed it in flames, causing it to scream in agony. "So you use some sort of animation magic?" Levy scowled at the pink haired mage.

Sherry just smirked. "And you use magic that creates, well then." To Levy's surprise the fire left the dying tree and took on a humanoid shape. "Anything you can create, I can control!" The fire construct now began to walk to the Solid Script mage. Thankfully a seven foot blade impaled it from above.

"Are you alright, Levy?" Lily asked as his sword pulled to a shorter size.

"Yeah, I'm fine." Levy smiled. "Thanks for the help."

"He'll be helping someone, alright." Sherry smirked as she lifted her hand. Suddenly Lily enlarged his sword to his height.

"Lily?" Levy asked as the Exceed's body began to shake. "Levy, move!" The Exceed shout as he suddenly swung his sword at the Solid Script mage. The startled mage manage to jump out of the way as the blade cut down the nearby tree.

"What are you doing?!" Levy shouted. Lily continued to attempt to cut down his teammate. "I don't know! I can't control my body!"

"That's because I control him," Sherry explained. "My doll magic is controlling him like a marionette."

"How could you?!" Levy yelled. "Lily isn't a thing you can manipulate!"

"While he may be sentient, he isn't human, making him a target for me to control." Despite Lily's resistants, he slammed his sword into the earth, creating a minor earthquake that knocked the Solid Script mage down onto the ground and causing her to drop her pen. Lily pinned down Levy's body with a single hand, hurting the girl greatly.

"No." The Exceed stated in horror as he tried in vain to stop his body.

"Excellent," Sherry smirked. "Now finished her." Lily pulled out his sword and held it up, ready to slash his guildmate down.

 _This can't be how it ends._ Levy thinks in fear. _Not like this. It's impossible-_

 _Do you really think there is no solution._ An ancient voice reverberated in her head. _You're giving up that easily..._

* * *

 _A twelve year old Levy was sitting on a grassy hill. She raised her finger and began to write in the air. "Solid Script:" The girl called out. "Cloud!" However, she ended up with an autological "caramel," which fell apart quickly._

" _Aww." The child pouted._

" _It still took form," The girl turned around and smile when a familiar face walked towards her. "Be proud of that."_

" _Grandpa!" Levy cheered as she ran to hug the man. The man was wearing a black overcoat over a grey shirt. His gray-brown ragged hair flowed freely in the wind. His own kindness was reflected in the same hazel eyes that Levy had._

" _I see that you have been practicing." The older man said. Levy's smile fell. "Yeah, but I can't seem to get it right. I need a pen just to make the words I want come to life." She looked up at her grandfather. "You never have that problem, grandpa, you can make words with just your hands."_

 _The old man laughed modestly. "True, but at your age, I could never use my magic without a medium." This still did not cheer up the young girl._

" _Levy," Her grandfather spoke. "Do you know why many Letter mages can't use magic without a medium" The child shook her head. "It's because the written language is a dual natured power. The first nature is static, needing to obey set rules to be understandable. It cannot drift too far from these rules, otherwise it will perish._

" _The second nature is dynamic, constantly changing for the times. Languages will change over long periods of time, using new forms of words and speech."_

 _He began to write in the air. "Letter mages of many types will often favor either of the two nature, but rarely use the other." As the word began to materialize, he began to sketch purple runes around it. "To be truly proficient requires the ability to understand both natures, to see them as two sides of the same coin." To Levy's excitement the written word transformed into a butterfly made of purple ruins._

" _That sort of understanding takes a long time, Levy," The man stated. "It took me more than a decade to realize that. I know that you'll be able to find this balance one day, perhaps sooner than for me." The blue-haired girl nodded cheerfully. "Okay Grandpa."_

" _If you want to begin, first develop your strengths." Her grandfather advised. "A special trick in using Letter Magic is to think creatively, continue to make solutions in the face of the impossible."_

* * *

 _You're right, Grandfather._ Levy thought. _They are solutions…_

"Any last words?" Sherry taunts. Levy smiles. "More than I can say." And with unprecedented willpower she moved her legs to kick Lily's arm, giving him enough force to pull away and letting her roll away. She quickly grabbed her pen and began writing."Solid Script: Sleep!" The word hit the Exceed Warrior, causing him to collapse.

"So you attack your own teammate?" Sherry asked shocked. Levy stood tall while grinning. "You thought I would just sit back and force my friend to kill me. No way!" She held out her pen proudly. "I'm a wizardof Fairy Tail, and I'm not giving up against the impossible!"

"Bold words," Sherry responded. "But don't think you won just yet, Fairy. Doll Magic: Rock Doll!" A large golem made of stone rose from the ground, roaring intensely.

Levy just smirked as the golem charged towards her. "Solid Script: Speed!" Throwing the word onto herself, she dodged the doll at high speed.

"What!" The pink haired enemy shouted. Levy appeared behind her and gave a low sweep, sending her to the floor. "Argh, Rock Doll, kill her!" The golem grabbed the nearby boulders and began throwing them at the Solid Script mage. Levy used her new speed to move away, but soon slowed down as the spell fade away.

As another boulder headed towards her, she began writing once more. "Solid Script: Shatter!" When the projectile and the word collided the former broke apart. Levy continued to blast off the incoming attacks, but she was pushed back out of the forest. By the time she was cornered into a nearby beach, she ended up falling onto her knee.

"So clever to use verbs that I can't control." Her enemy said as she rode on the golem's head. "But you used up so much of your magic, and you have nowhere to run."

Levy scowled as she got up and saw the water behind her. _Too bad I can't use the water to take down the rock creature. I'll need a storm worth to break him, and that girl could just control the water._

 _Unless she can't control it…_ The Golem brought its fist down onto the blue-haired wizard...

Only for her jump out of its way into the water. "Still got some tricks left!" She proclaimed, then began writing. "Solid Script: Storm!" She sent the turbulent word at the rock creature, pushing it back.

"Back to nouns, huh," Sherry taunts. "Doll Magic: Storm Doll!" The word changed its shape into a humanoid tempest with wings. The Doll Mage, however, did not notice Levy using her pen behind her back.

"Now with two dolls, your end is near!" Sherry laughed. The Solid Script mage just grinned. "Not quite. Solid Script: Chaos!" A black word was thrown at the storm monster, and began fusing with it. The creature began to groan as its body began shifting and growing.

"What's going on?" Sherry paled. "I can no longer control it -ah!" She and Levy screamed as they were both sucked into the massive hurricane that the monster became, roaring rapidly over the beach.

The hurricane eventually died off, and both girls were left stumbling in a dizzy state as the storm dropped them onto the beach.

"He he," Levy chuckled as she tried to reach her opponent. "Storms are rather difficult to control, and they become unstoppable with a little nudge."

"I was so careless," Sherry groan, also walking around with difficulty. "But my rock doll still stands. This tie will end with me as the winner."

"Oh, that won't be likely." Levy said as she staggered to the pink haired girl. "The doll cannot stand, without a puppeteer. And you can't stand, against a Fairy Tail wizard!" And with her arm she brings down the enemy mage.

"I can't… lose" The doll mage protest as she falls onto the ground. Her own creation crumbled to pieces without magic to support.

"Even with my candle of life blown out, my ~love for the Ice Emperor will last eternal!"

"Jeez, don't exaggerate." Levy said as she regained her balance. "You aren't going to die." She then fell to her knees from the strain of the battle.

"Angelica," Sherry called out. "Avenge me!" From the forest the giant mouse leaped into the air, preparing to body slam all beneath her.

"That wasn't a doll?!" Levy exclaimed. She tried to move, but found herself unable to. "Damn it, I can't move my legs!" She looked up in fear as the rodent was about to land on her.

But suddenly, a blue shadow appeared in the path of the mouse. Mira, in Halaphas form, generated darkness magic in her palm, then used it to push Angelica away.

"Mira!" Levy cried out excitedly, but cringed as the older mage scowled at her when she landed on the ground. _Oh, right,_ she thought. _We broke the guild rules when we stole the S-Class mission!_

"What were you thinking?" Mira growled as she approached the younger girl. Levy trembled as she still felt unable to move. "Do you know how much danger you could have been in?!" She stood furiously over the Solid Script mage. "Master sent me to bring the four of you back so he can decide what to do with you. However," She punched her left fist into the sand next to Levy's head, causing the girl to shriek. "I want to deal with you my own way." Mira raised her other hand, and faced it over the girl in an L-shape. Levy paled as she waited for what's next...

"Bad." The Solid Script mage stared back in shock as the takeover mage spoke to her in a disapproving tone. "Bad girl."

In the intense shock of the unexpected action, Levy ended up fainting while her soul started to seep from her body. Mira got up, transformed back to human, and looked down at the younger girl.

"Levy!" Mira turned around and saw Lily flying towards them, now in his smaller form after having to wake up. "Are you ok-" He stopped flying when he saw Mira and an unconscious Levy.

Analyzing the situation, he faced the takeover mage. "You used _that_ technique, did you?"

"Yeap."

The Exceed sighed. "I apologize in the behalf of myself and my team for stealing the S-Class mission, but right now the island's situation is grave. A group of cultist is planning on reviving an Etherious, and their actions are harming the villagers here. We need to help them."

"I'm not interested." Mira replied.

"Then just let us finish the-" He was stopped when Mira lifted him up by the head.

"Oh no," Mira scowled at the Exceed. "you guys just betrayed Master. That's something you can't get away with."

* * *

 **Well, that ended well.**

 **Happy: Uwah, Mira is just as scary as Erza.**

 **Aye, she has that ability.**

 **Happy: Can't believe that Levy wanted to use a pitfall like Lucy did. They aren't as smart as they claim to be.**

 **Levy and Lucy: Hey!**

 **Levy: The pit fall is a classic attempt to capture your enemies.**

 **Lucy: It worked well on many people like Natsu, Erza, and Gajeel.**

 **Yeah, but it's kinda cliche. Plus it didn't even capture the actual enemy.**

 **Lucy: Well, obviously no one knew that rat could fly.**

 **Levy: So what was that flashback about anyway.**

 **Oh, just a way to introduce an important character from your past.**

 **Happy: He looks familiar, like from another franchise.**

 **What, you think I would base my OC on a previously existing character like that.**

 **Levy, Lucy, and Happy: Yes.**

 **Okay, I did. Alright folks, remember to leave reviews, and be honest on your opinions. See ya next week.**


	12. A Frozen Promise will Melt Free

**Note: Upload time will now be on Tuesdays at 10:00 PM Easter Time due to college.**

 **Hello, and welcome back to another broadcast of Alternate Tail.**

 **Lyon: ...This is a series of written chapters being posted.**

 **Oh, just a use a little imagination! I'm the one who's talking to fictional characters.**

 ***Deep Sigh* Anyway before we begin the story, some thanks are in order.**

 **First I want to thank MavisDreyar, SunnyFlower12, lazyfangirl, BakaAuthor19, and Ikune for favoriting and/or following this story. Your support move me.**

 **Next I want to respond to some recent reviews.**

 **MavisDreyar, glad you are enjoying this work of art.**

 **Gajeel: It's a miracle you can deal with this guy's ego.**

 **No one asked you, Gajeel. Anyway, I'm glad you enjoy Mira**

 **Mira: Arigato, MavisDreyar. I appreciate the enjoyment for my portrayal.**

 **I'm so glad I included you, Mira, you are really becoming a fan favorite.**

 **Next up, Cinder Fall 39. Seems our Fall Maiden enjoyed our Solid Script mage.**

 **Levy *Smiling*: Thanks for the support, Cinder-chan.**

 **And to lazyfangirl, I promise I'll do my best in portraying Natsu as well as possible when it comes to the situation I'm placing him in.**

 **Natsu: What situation?**

 **Um, here's some rare fire from another world.**

 **Natsu: Oh, yummy! *Eats the fire* Mmm, taste like chicken.**

 **Oh, you poor, innocent boy, why must I take that smile away.**

 **Natsu: Huh?**

 **Nothing!**

* * *

 **Well with that settled, let's do the disclaimer,**

… **Um, where is everyone?**

 **Mira: Oh, I needed to make sure they were ready for the next scene.**

 **Did you tied them up?**

 **Mira: Maybe, would that be a problem?**

 **Um, no. That wouldn't be a problem. Why don't you do the disclaimer then.**

 **Mira: DigiXBot does not own Fairy Tail.**

* * *

 **A Frozen Promise will Melt Free**

The chirping of birds woke up the wounded ice-mage as he tried to figure out his location. He was lying on a cot inside a tent. As he got up, he noticed the bandages applied to arm and more wrapped around his stomach and chest. He then looked at his hands.

 _She taught us that ice magic requires balance, that's why we used both hands._ He chuckled morbidly. _Yet I tried to push my past so much that I forgot the basics, huh._

"Where am I?" He asked as he stepped out of the tent. He looked around and saw many crates and supplies.

"Thank goodness, you're awake." Lyon turned and saw a black haired girl with a scaly, finned arm. "Oh, you're probably wondering where you are. This is a storage site that's a little further from the village. With the village… vanished… all the villagers are taking shelter here."

"It vanished?" Lyon asked, then he sighed. _Gray... he actually did it._ He felt a burst of pain from his wounds.

"But thanks to Levy-san, Gajeel-san, and Lily-san, all the villagers manage to get to safety without injuries."

"They're here too?" The girl nodded and pointed at a nearby tent. "Just Levy-san and Lily-san, and a white-haired girl. She asked you to meet her there after you got up."

 _White-haired girl?_ The ice mage thought as he approached the tent. _It couldn't be._

He got confirmation when he saw Mira sitting on a chair with a stern expression, with Levy and Lily tied up next to her. The Exceed was also gagged.

"Mira!" Lyon exclaimed.

"Weren't you supposed to stop the others, Lyon?" Mira questioned. "Can't believe you decided to join them."

"Where's Gajeel?" Lyon asked, trying not to panic at the intimidating take-over mage.

"We don't know," Levy answered. "When we headed back to the village, we only saw the Ice-Emperor's men defeated. Gajeel was long gone by then."

"Levy told me that you were with the other villagers while healing," Mira continued. "So I flew over the island and found them here." She got up. "Anyway, we need to find that Lugnut. Once we do, we're heading back to the guild and-"

"Heading back?" Lyon questioned. "Didn't Levy and Lily explained to you about everything that happened on the island."

"So what," Mira scoffed. "Master told me to bring back everyone that broke the rules."

"Didn't you see the people's appearance; are you really telling us to leave them like that?" He scoffed. "I'm disappointed in you, Mira."

"What?!" The white-haired mage questioned furiously. Levy shuddered in fear of what would happened.

Mira transformed her hand and aimed the claw at the ice mage. "Don't even try leaving!"

Lyon didn't even flinch. He simply grabbed the demonic arm. "Do whatever you want to me, but this is what I choose! I have to do this." Mira stared at the ice mage before pulling back her arm. She then walked over to Levy and Lily.

"M-mira…" Levy stuttered, "just calm down." To the surprise of everyone she used her claw to cut down the rope.

"Wow," Levy said as she got up.

"What's going on?" Lyon questioned. Mira just smirked. "Since this is important to you, I think I'll help you with this. Besides, you're right. We shouldn't leave the villagers." The other three smiled

"Thanks Mira." Levy smiled.

"Don't forget," Lily stated after removing his gag. "We will still face our punishment from the master when we are done."

"Thanks for the reminder." Lyon said sarcastically.

* * *

Back within the ruins, Gray paced back and forth in a throne room. "So you're the only one that came back?" He questioned Toby.

"Yeah, that Fairy wizard was tough." He sighed. "At least I didn't injure myself like last time."

"So all those Fairy Tail wizards are pretty tough, huh," Gray thought out loud.

"I see that they are difficulties here." An old man wearing a tribal mask said as he entered the room.

"What are you doing here, Zalty?" Gray questioned.

Zalty smiled. "I just wanted to see the progress. Though I do have questions. Why did you let that ice mage live?"

"I didn't want to spill any blood."

"And yet you sent your men to exterminate that village." When the ice mage didn't respond he chuckled. "Seem's you still care for him?

Gray scoffed. "Don't be ridiculous, why would I care for that prick."

"Maa, you're the definition of a tsundere, aren't you." Zalty's expression changed back to seriousness. "Anyway, tonight is when the moon's power is at its maximum, and Deliora will be revived, thankfully before that anomaly Yuka reported. But I must tell you that if the Moon Drip ritual is interrupted, Deliora will be frozen forever."

"Forever?" Gray questioned. "Sounds tempting."

"Now don't tell me you're backing out, Ice Emperor." Zalty asked. "Don't you want the satisfaction of justice against it."

Gray nodded. "You're right, they would be nothing better than to grind him to dust."

"Right now your enemies include Black Steel Gajeel and the She-Demon Mirajane," Zalty explained. "both powerful foes."

"Then we better be ready for anything." Gray responded calmly.

"Luckily I'll be joining the battle."

"You can fight too?!" Toby shouted

"Why yes," Zalty answered. "I carry a bit of Lost Magic."

"Lost Magic, Ooon." Toby said curiously. Gray rolled his eyes at the two. "What a creepy old man." He thought out loud.

Suddenly the temple began to shake. Cracks began to form into the walls and stone idols fell down from their pedestals and shattered.

"What's with this earthquake? The ruins are going to collapse!" He then realized the truth as the floor began to slant. "No, they're being tilted!"

The sound of laughing brought them to a hole that lead them to the bottom of the ruins.

"It's him!" Toby shouted as Gajeel looked up at them. "Ghi hi, hope you don't mind the little remodeling I did here."

"What did you do, you bastard?!" Gray shouted. Gajeel smirked as he gave them a certain one finger gesture. "Just simply tilted the ruins so the moonlight doesn't hit Deliora"

"Ah," Zalty observed. "By destroying about half of the supports for the ruins, you tilted the ruins, thereby preventing any moonlight from reaching Deliora. You're smarter than your appearance suggest."

"Put a sock in it!" Gajeel shouted. "Iron Dragon Club!" Aiming his attack to the ground the Dragon Slayer used the impulse to send himself into the air.

"Nice trick, but you can't dodge in midair. Ice Make: Ice Cannon!" Gray blasted from the creation an ice-cannonball at Gajeel. Gajeel managed to armor up, and the cannonball shattered on him as he landed on the ground.

"Yeah, well dodge this!" Both of his arms became lances as he spun at high speed. Gray and Zalty manage to avoid the rotating attack, but Toby was unlucky enough to be caught by it and then flung into the wall.

"This guy is insane!" Gray shouted as he jumped away from the blades. Gajeel reverted his transformation and balanced himself on his hands. "Thought ya can't dodge in midair. Iron Dragon-" Before he could unleash his roar, Zalty pointed his hand at the dragon slayer, and the ground beneath Gajeel collapsed.

"Ara, you were very lucky, Ice Emperor." Zalty said.

"Don't tell anyone I got hit." Toby groaned as he got up from the wall.

Gray scowled at the masked man. "What did you do?"

Zalty smiled as he pointed at himself. "Me?"

"Don't act so naive. It was your magic that cause the floor to collapse."

"Why yes. But you know that we can't lose you until we revive Deliora."

Gray slammed his fist into his hand. "Ice Make: Wall!" A massive barrier of ice separated him and Gajeel, who was now climbing through the hole, from the others. "If I'm the only one that can take down Deliora, then I can deal with this Metal Face bastard."

Zalty sighed. "My, you're determined, aren't you?"

"That's why ya want to bring him back?" Gajeel scoffed at the ice mage. "That demon is already half dead."

"Emphasis on half." Gray scowled. "As long as the enemy has even a percentage of life left, it is guaranteed to return for more destruction."

"Wow, talk about paranoid." Gajeel stated. Gray responded by shouting "Ice Make: Arrow!" and sending a swarm of ice arrows at the Dragon Slayer. Gajeel shouted as he dodged, "Then get the last person who stopped Deliora to finish the job already."

"Don't you know," Gray growled. "The only one that did, my master Ur, is already dead."

"So that's what ice prick meant," Gajeel grumbled. "He meant that she died."

"And did he tell you who caused her death, who forced her to make that sacrifice?"

"Doesn't matter what happened!" Gajeel roared back. "Right now this whole thing is affecting a lot of people, and I'm gonna knock some sense into you!"

* * *

"Gray's life was changed when Deliora destroyed his village," Lyon explained to Levy, Lily, and Mira as they ran to the ruins. "He always had hatred at it for that, but that hatred grew when our master Ur gave her life to trap it."

"No wonder he's so determined to bring him back." Levy said. "He wants to finally have revenge on Deliora.

"It's not just that." Lyon added. "He's not only angry at Deliora, but also at himself. He blames himself for causing Ur to use Ice-Shell. But that's only because he doesn't know."

"What do you mean?" Mira asked.

"Ur did disappeared, but she's still alive." Mira and Levy were shocked at the news.

"What do you mean," Lily asked. "What exactly happened in the past?"

Lyon sighed. "Ten years ago I began studying under Ur. But everything changed when we learned that the Etherious Deliora destroyed a small village in Isvan. When we arrived the town was completely reacted…"

* * *

 _A black haired woman was searching through the ruins of the city, seeing nothing but destroyed homes and scorched carcasses. "So this is the work of Deliora," She said as she looked around. "I've heard of it, but I never thought it would be this bad._

 _She then saw a black-haired boy nearly covered in rumbled._

" _Lyon!" She called out to a white-haired boy nearby. "Get over here! I found a survivor."_

"While searching through, we found a single survivor, we manage to get him out, but only one thing was on his mind."

 _As Ur moved away the rumble, Lyon knelt down to him. "Hey," He called out. "Are you okay?"_

"That was the day…"

" _Deliora…" The boy said. "I will never… forgive you."_

"We found Gray. And that day, was the beginning when everything changed for the three of us."

* * *

 _Many weeks later the three were standing in a snowing field._

" _Alright, time we review ice magic basics." She smiled at the two boys. "Gray, think that you can handle it. My training is rather rigorous."_

" _Yeah." Gray nodded. "I'll do anything if I can get the power to defeat Deliora."_

 _Then, to Gray's shock Ur began to remove her clothes. "What are you doing?!" He shouted as Ur stood in her underwear._

" _Take off your clothes, too." Ur requested._

" _Why would I take them off in this weather!" He protested. "And you're a woman! Wouldn't you get embarrassed?!"_

" _Of what, being in my underwear in front of some kids." She smiled. "If you want to control the cold, you have to feel the cold."_

 _Soon Gray was now standing in just his underwear, and already shivering. "Shit!" He grumbled._

" _You'll get used to it." Lyon stated, also in just his boxers._

" _You're shivering too!"_

" _Come on, you two," Ur called out. "We're gonna run now."_

" _What about magic?!" Gray protested._

" _Just run, already. Even I'm doing the basics with you." As the three ran to the snow, Ur continued her explanation. "Among the thousands of variety of magics, molder magic is the most unrestrained. Everyone can create different shapes with it, since those shapes help reflect the caster's personality." The three stopped running as she turned to face them. "Just work hard and find that shape," She slammed her hands together and created a bloom of ice roses. "And the possibilities are endless."_

" _Wow." Gray remarked. Lyon grinned at him. "Pretty cool, huh."_

 _Over the next few months, the two boys continued to learn to use their magic. The three spend their days together, eating meals in harmony and sleeping as restful as possible._

* * *

 _Some months later Ur and her students were in a nearby town. The Ice Mage herself was at a stand ordering supplies._

" _Seem you have a new pupil," The sales clerk said. "He's cute."_

" _That's Gray," Ur replied. "A really rebellious and troublesome one."_

" _I bet both he and Lyon will be really handsome men in the future." She grinned. "Think you can give me one of them when they're grown up?"_

 _Ur took a bite from one of the fruits. "You can have both. They're so noisy."_

" _Hmm," The sales clerk pondered. "I wonder if guys aren't approaching you because they think you're a mother of two."_

" _That's none of your business." Ur countered as she placed down the Jewels to pay._

" _Ur, you're at the age to be dating. Don't you think it's time to start thinking about your own happiness." The ice mage didn't say anything as she carried the grocery bag and headed to her pupils._

 _Back to the two students, who were sitting by a stone wall, Lyon was trying to start a conversation. "So Gray," He asked the other ice mage. "When you think we'll surpass Ur."_

" _Don't care." Gray grumbled. Lyon just gave back a dreamer's smile. "Ur is my goal. It's my dream to win from her."_

" _Don't you get tired of saying that?" Gray crossed his arms. "The only thing I want is the power to defeat Deliora. Once I do, I'll finally leave that ice queen." He suddenly felt a bonk on his head._

" _What was that about an ice queen?" Ur questioned. Gray turned back with an inpatient scowl. "When are you gonna teach me some powerful magic?"_

" _I'm teaching you already."_

" _But what's so powerful about molder magic?!" He shouted. "It's not helping at all!"_

" _I just told you," Ur explained. "Molder magic is unrestrained magic. Once you find your own shape, you can become stronger than ever."_

" _Keh." Gray coughed._

" _But Ur," Lyon inputted. "Gray and I have already found our magic. Aren't we ready yet for the stronger spells." He didn't get an answer as Ur and Gray were staring at him in shock. "What?"_

" _Why are you naked?!" Gray shouted, and Lyon was startled when he realize he was just in his boxers._

 _Ur facepalmed. "Lyon, how many times must I tell you? No stripping in public!"_

" _Did you hear about Deliora?" Gray overhead two travellers conversely. "It's now in the northern continent, around Burago."_

" _At Burago…" Gray muttered._

* * *

 _As the frigid winds flew through the night sky, the front door to the cabin was pushed open as a black haired boy prepared to walk out._

" _Stop, Gray!" Ur cried out. "You're not strong enough to face Deliora!"_

" _I'm more than ready. I don't want you in my way." Gray claims calmly as he stepped outside. He turned around to face his teacher. "I'm going to avenge my mom and dad! You have anything to say?!"_

" _If you leave now, I'll expel you!" Ur threatened._

" _Sounds good." Gray then ran out into the night despite Ur's shouts, so far that the snow began to cover him._

 _Ur clenched her fist as tears began to develop. She turned to Lyon, who was watching the whole commotion. "Lyon, pack everything you'll need. We're going after him."_

" _Why?" The silver haired boy questioned. "He just said he doesn't want us."_

 _She responded with a stern expression. "He may have said that, but he still needs us whether he wants us or not. We have the responsibility to watch for each other."_

* * *

Back in the present, the four fairies were confused when they saw that the ruins were tilted.

"How did they get tilted?" Levy asked.

"Gajeel, obviously." Lyon stated. "He's the only guy that can cause that much damage. Now the moonlight can't reach Deliora."

Suddenly the cultist from the night before came from the foliage. "We found you, Fairy Tail!" One of them shouted. Mira, Levy, and Lily prepared to battle. "Lyon," Shouted Mira in generic Satan Soul. "Go, we'll handle them. You need to stop Gray."

The ice mage was worried for a second, but nodded and then ran to the temple.

 _Gray doesn't know that Ur is alive._ Lyon thought as he got closer to the ruins. _I'm the only one that can stop him. I have to complete the promise I made to Ur…_

* * *

 _In the damaged city Burago, a weakened Ur struggled to stand up as Deliora roared above her._

" _Shit, I never thought that he would be that strong." She said as she turn to face her two students, both unconscious._

 _Deliora prepared to launch a demonic blast at the three. Quickly Ur ran to cover the two boys. Deliora's attack seemly consume them, destroying the surrounding buildings._

 _When the dust faded, a bed of ice roses crumbled, revealing Ur still cradling Lyon and Gray. Gray woke up and screamed._

" _It's okay," Ur consoled the traumatized boy. "You're safe now." Gray calmed down as Lyon stirred awake._

" _Why did you come?" Gray asked as he helped pick up Lyon. "You said you expelled me."_

 _She smiled. "Someone told me to think about my own happiness. But my happiness is the two pupils I have. And I came to fight this demon, so I can bring one back."_

 _Lyon got up and was startled when he looked at Ur. "Ur, your leg!" The ice-master's right leg was replaced with an ice prosthetic._

 _She smiled at him, "Oh, that, not much a problem for molder magic." Her expression then became serious. "I need you two to get as far away as possible. I'll try to hold him off as long as I can."_

" _No!" Gray shouted._

* * *

Back in the temple, Gray and Gajeel were continuing their fight, with Gajeel blocking each of the Ice Emperor's attack. Suddenly the ice wall surrounding them began to crack.

"What?" Gray asked.

* * *

" _No!" Gray let go of Lyon and ran to Ur. "It's my fault you're here."_

" _It's no one's fault Gray," Ur consoled. "For me it's a trial to get that happiness back."_

" _No, this is my responsibility!" Gray cried as he headed closer to Deliora. "I have to end Deliora, so you can't get hurt too!" He crossed his arms and ice energy began to flow around him_

" _Where did you learn that spell?!" Ur shouted as she ran towards the black hair boy._

" _I needed to learn everything I could to defeat Deliora," Gray confessed. "So I found this spell you hid, Ice Shell!"_

" _Ice Shell?" Lyon asked curiously._

" _Gray, didn't you read the book to the end!" Ur shouted. "Whoever uses that spell will-" She was blasted by the collection of magic surrounding him. The Etherious turned its head and saw the power beneath it._

" _Shit!" Ur cursed. "It noticed us!"_

" _I won't let anyone else die!" Gray shouted. "I'll lock up Deliora forever!"_

" _No!" Ur screamed as she slammed her hand on the ground. A burst of ice rose from the ground beneath Gray and swallowed him._

" _He can't use Ice Shell," Ur explained. "It will ruin the user's body." She stood tall against the approaching demon. "But he was right, it's the only way to stop Deliora, at_ my _life."_

 _Lyon was startled. "At your life… but you're the strongest wizard Ur, there's no way you'll lose. I..n I have to surpass you! If you lose, what did I train for?!"_

 _Ur smiled gently at the boy. "Lyon, as I told you before, they are stronger wizards out there. In the western countries I had friends that were just as powerful, and some even more powerful, as me. But all the strength is nothing without knowing what to do with it. And I want to use mine to protect my students."_

" _Ur…" Lyon cried as she crossed her arms. "You heard that, monster?!" Ur shouted to Deliora. "You're not getting any closer to my children! Ice Shell" A massive wind of ice was surrounding her and Deliora._

 _The Etherious roared as Ur's body started to become ice. "This spell transforms the caster body into ice for all eternity." She turned to the silver-haired boy._

" _Lyon, I need you to make a few promises." Lyon looked up at his smiling master. "First, tell Gray I died. He'll spend all his life trying to revert this spell if he knows the truth, making what I did become nothing."_

 _At the reluctant nod of her student she continued. "Second, I need you to watch over him. The trauma he went through won't go away easily, as you would know. You two need to protect each other while I'm gone. I want you to explore the world, find new purposes in your life"_

" _Nooo!" Lyon shouted. "What can I do, when you're gone?!" He cried._

 _Ur smiled. "I'm still alive, eternal as ice. You two need to step into the future, because I'll seal your darkness." Her voice faded as she finally became a glacier trapping the furious Deliora._

 _Lyon fell to his knees. "Urrrrr!" He screamed._

* * *

 _Much later the ice trapping Gray crumbled away. He looked around and only saw Lyon sitting down in tears._

" _Wha-" He looked up and saw the source of his nightmares trapped in ice. "Deliora!"_

" _Where's Ur?" He looked around but couldn't find her. "What happened to her?!"_

" _She-" He turned to face Lyon. "She died." Lyon cried._

" _No…" Gray paled. "No… she couldn't…" He shouted out to the sky. "No!" He fell to his knees._

" _It's my fault!" He cried, guilt swallowing him. "Ur's dead because of me!"_

 _Lyon got up and try to comfort his fellow pupil. "Gray…"_

" _Leave me alone!" Gray shouted as he ran out of the city._

" _Gray, wait!" Lyon tried to run after him, but was unable to catch up._

* * *

The cracks broke into a hole revealing Lyon, shocking the two in the room.

"Gajeel," Lyon said as he entered through the hole. "Let me handle him."

 _I gave on Gray years ago._ The ice mage thought. _And look at what happened. I broke Ur's promise. But now I can make it right..._

"Are you kidding?!" Gajeel protested. "Ya lost to him before!"

"Well,, they won't be a next time, I'll be ending it."

"So overconfident." Gray stated.

"Gray," Lyon faced him. "I don't blame you for what happened ten years ago."

"Don't lie! Ur's death was my-"

"She made her own choice. But right now, I can't forgive you for hurting my guildmates, the villagers, and melting the ice." He then crossed his arms. "It's time for both of us to face punishment."

"You're using Ice Shell? Are you insane?!" Gray shouted. "And what do you mean both of us?!"

 _Ice Shell?_ Gajeel asked in his head. _What does that… ah fuck!_

"I promised Ur that I would watch over you," Lyon explained. "But I gave up. I ended up running from my past.

"But I'm done running! Return the islanders to normal, then take your comrades away from here!"

"You're bluffing," Gray challenged. "There's no way you'll do it." Gray was proven wrong when a sphere of ice energy surrounded the silver-haired mage, pushing him and Gajeel against the remaining ice walls.

"What happened to Ur can't change." Lyon stated as ice began to surround him. "But what happens after I can control. It's time I complete Ur's request. I need to protect you from yourself, at any cost!"

"You're actually serious." Gray stared.

"Answer me Gray, are we going to be separated and die by the past, or live together in the present!" Gray was startled at first, but he continued to stand tall.

"Go ahead." Gray challenged calmly.

"Fine!" Lyon shouted. "This is the end. Ice-" Suddenly Gajeel sucker punches him, stopping the spell.

"Don't go shouting shit about promises!" Gajeel yelled. "This is my show!"

"The fuck are you talking about!" Lyon shouted.

"I'm dealing with this creep!"

"You idiot!" Lyon grabbed the dragon slayer by the collar. "I have to end this before more damage is done! Even if I had to die!"

Gajeel grabbed the arm holding him. "You really want to end this by dying." Gajeel growled. "Thought you were done running!"

Lyon stared at Gajeel in shock, but then understood what he meant. Suddenly the ruins began to shake, as it soon restored itself to its normal alignment.

"What the fuck!" Gajeel shouted. "After all the damage I dealt!"

"With this," Lyon paled. "The moonlight will reach Deliora!"

"Sorry for the disturbance." Zalty said as he entered through the hole Lyon made. "But with the sun setting soon, I decided to shift the ruins to normal

"It took me hours to tilt them," Gajeel snarled. "So how'd ya did that so quickly!"

"Can't answer," The masked man laughed as he left the room. "Have to start the ceremony."

"Gahhh!" Gajeel turned to Lyon. "I'm going to give that creep an ass whooping! You deal with your psycho brother."

"He's not my brother." Lyon deadpanned, but grinned. "But thanks!"

As Gajeel ran after Zalty, he shouted at his guildmate. "And don't disgrace the name…"

"Of Fairy Tail." Lyon finished. "I won't."

"Hmpf," Gray coughed. "Talk about annoying. "

"When I was going to use Ice Shell," Lyon asked. "Did you knew Gajeel would stop me?"

"Honestly, no," Gray shrugged. "I didn't even think it would be possible."

"So you were going to take the spell."

"My men are gathering moon drip for the purpose of melting Ice Shell, I would have been freed anyway."

"So that makes Ice Shell useless," Lyon stated. "I was too rash."

"Guess there's only one way to end this." Gray brought his hands together, ready for battle.

"Wait." Lyon said. "Just forget about Deliora."

"Are you kidding?!"

"I know that you can't forget what Deliora did. But Ur-"

"Ur's dead!" Gray shouted. "Don't you know that?! I killed her!"

"Just listen," Lyon responded calmly. "Ur is still alive," Now Gray was watching his enemy with interest. "Ice Shell works by transforming the caster's body into ice. The ice you were trying to melt off Deliora, is Ur. Ur is still alive… she's the ice…"

Gray looked down at the ground. "I'm sorry I couldn't tell you," Lyon apologised. "But I promise Ur that-"

"I knew." Interrupted Gray. Lyon looked at him with confusion. "What?"

"I learn that when I was researching how to reverse Ice Shell." He slammed his hands together and formed a blade on each arm.

"You knew…" Lyon said. "You're still doing this, even when knowing she's still alive!"

"Alive as what, a piece of ice!" His rival protested. "She didn't have to make that choice, but she was forced to thanks to me! By melting that ice, I'll free her from a frozen life."

"You've gone insane," Lyon growled as ice surrounded his hands. "I thought that knowing will stop you, but your past consumed you so much it's impossible for you to stop." He scowled. "I'm done trying to save you, this ends now!"

 **And that's a wrap. Next chapter will help finish up the Galuna arc. Starting with Gray vs Lyon… which is pretty much a switch of who's fighting for what.**

 **Natsu: So Gray is going to get his ass kicked? Awesome!**

 **Happy: I got the popcorn!**

 **Gray: You know, you were more supportive in canon!**

 **Natsu: Well yeah, but the other ice prick was a bigger asshole than you at the time.**

 **Lyon: Hey!**

 **Natsu: But here you're a crazy person, so I can reasonably enjoy you being beat up.**

 **Gajeel: Maybe if we're lucky, they'll take each other out. Ghi hi hi!**

 **Gray and Lyon: Put a sock in it!**

 **Lucy: Geez, there's no hope for them to get along, huh.**

 **Levy *chuckling* : Not till the end of time.**

 **Well, with that settled, we can wait for the fight in the next chapter. Leave a review with your opinion, and don't forget to favorite and follow if you enjoyed. Until next time, Fairy up!**

 **How was that.**

 **Lily: I would give it a 7.**

 **Yes!**


	13. Final Battle at Galuna Island

**Welcome back to another chapter of Alternate Tail. This is it folks, the final battles of Galuna Island.**

 **First I would like to thank BakaAuthor19, Ikune, Shiningstar92, Someone's Bastard, and IxPhixXi for favoriting and/or following Fairy Tail. I would also like to thank reaper27 for the** _ **only**_ **review.**

 **...anyway, I'm already working on the Phantom Lord chapters, and I hope you enjoy them.  
**

* * *

 **Okay, Gray, since I'm in a good mood, you can do the Disclaimer.**

 **Gray: Fine. DigiXBot does not own Fairy Tail.**

 **Juvia: If he did, then DigiXBot would give Juvia and Gray-Sama thirty children.**

 **Gray: ...Really**

 **I wouldn't give you thirty.**

 **Gray: ...Thank you.**

 **Juvia: ...What?**

 **I would give you about one or two, which is more manageable.**

 **Juvia: Yay!**

 **Gray: Sounds... okay, I guess.**

* * *

 **Final Battle at Galuna Island**

"Get back here ya masked bastard!" Gajeel shouted as he chased the laughing Zalty through the ruins. Zalty grinned as he pointed to the ceiling above Gajeel, causing it to crumble into large debris.

"That won't hurt me!" Gajeel shouted. "Iron Dragon Sword!" He used his transformed limb to further shatter and push away the falling rock. But to his shock the rocks flew up and fused back into the ceiling, which now looked like it was never fractured.

"My magic is pretty handy, huh, especially for repairing the ruins." Zalty said. "It's a type of lost magic, the kind obliterated from history for its intense power. That category actually includes your Slayer magic."

"It does?" Gajeel asked while looking at the ceiling. When he faced forward again, he saw that the masked man was gone.

"Where the fuck did he go?!"

* * *

With a ferocious scream Lyon charged straight at the Ice Emperor. Gray also yelled as he ran towards his opponent. He turned and slashed Lyon's chest with one of his ice blades, but the Dynamic Ice Mage dodged the second attack, then brought his own hands together. "Ice Make: Lion!" Creating a lion-head gauntlet on one of his arms, he slammed it into Gray's head, punching him backwards at great distance.

"So," Gray said, whipping the blood off his forehead. "You decided to use two hands."

"Well," Lyon responded as he froze shut the wound. "That is how our master Ur taught us."

"You think that can change anything? You obviously spent years using one-handed molder magic; a change in tactics isn't going to guarantee a victory."

"Actually, it's more like adding," Lyon grinned. "And I've been told I'm, dynamic, when it comes to battle styles. Ice Make: Eagle!" Sent from his hands the flock of eagles flew directly at the Static Ice Mage. "Ice Make: Shield!" Gray blocked the incoming attack, but his creation was so damaged that when Lyon came at him, it shattered with a single kick and Gray was sent down.

Before the other Ice Mage could get up, Lyon sent a fury of attacks onto the other. "Stay down!" But he was pushed back by a well-aimed kick to the face, which sent him tumbling to the ground.

"Heh, I don't believe it," Gray stated as he used a nearby pillar to stand up. "You actually made me bleed." Regaining his balance he brought his hands together. "Ice Make: Cannon!" With the newly-molded cannon he sent blast after blast onto the Dynamic Maker Mage. Lyon rolled out of the way to avoid a direct hit. Each missed attack released dust into the air, which faded away to show the ice mage weakened.

"You're really getting on my nerves. I can't waste any magic fighting you when I need it for Deliora." He walked towards his enemy. "There's no point for you to try to stop me. Zalty will bring back Deliora, and it will fall by my hands."

"Heh heh," While attempting to get up, Lyon laughed as blood came out from his mouth. "There's still Gajeel. Plus," He grinned. "You have me to worry about."

* * *

In the cavern where Deliora slept in the icy prison, Zalty stood beneath its immense stature.

"It is time." He said smiling

"Found ya!" Zalty turn around and had to leap away from an Iron Dragon Club, landing on a large rock. Gajeel pulled his attack back and stood where the masked man was before.

"Oh, so close," Zalty taunted. "But I would like to know how did you find me?"

"Got a pretty good sense of smell," Gajeel stated. "And ya smell like women fragrance by the way."

"Impressive, but if you don't mind, I have to revive Deliora."

"Oh yeah," Gajeel growled. "Between Lyon crushing your Ice Emperor and me crushing your ass a million times, how can you get the time to finish your job."

Zalty just smirked. Suddenly the cavern's ceiling opened up and a violet beam, albeit thinner that from the night before, landed on Deliora.

"What!"

"I sent Toby up there to finish the ceremony. There won't be as much Moon Drip gained with just one enacter, but with all the moonlight we gathered," The bit of ice where the light hit soon became water. "We have enough to begin unleashing the Etherious."

"Can't let them win!" Gajeel tried to run out of the cavern, but Zalty pulled back the rocks beneath him.

"Running away, huh," Zalty asked. "I can't let you do that."

Gajeel growled at his enemy. "Iron Dragon Hard Fist!" He jumped to hit Zalty, but the masked man leaped out of the way as the rock was shattered on impact.

"You have to do better than that." Taunted Zalty, pushing the Dragon Slayer to irritation.

* * *

As the ceremony continued, the ruins were shaking from the magic unleash by the melting ice.

"What's happening?" Lyon asked, struggling to get up.

"Deliora's ice is melting." Gray answered as he walked towards him.

"No…"

"Yeah, Ur's going to go with it, but sacrifices are necessary." He brought his hands together and formed a sword. "As is this. You couldn't have stopped us. I spent ten years trying to know how to destroy Deliora and finding like-minded allies. I brought Deliora from Burago to here on Galuna Island, where the moonlight gathers, three years ago." He brought the sword down into Lyon's back, but was startled when the fallen Ice Mage shattered into ice pieces.

"So in other words," Gray turned around and saw his rival standing up and having five ice eagles ready. "You wasted three years on a ridiculous plan." He launched them at Gray.

"Ridiculous!" Gray shouted as he brought up a shield. "How can you say that when you ran away to some guild for ten years! Don't deny it, you admitted it!"

"I just believed in Ur's word." Lyon answered. "And old friend of hers brought me to Fairy Tail, where I found wizards that I learned, to my shock, were even stronger than Ur."

* * *

" _I'm sorry," In the Fairy Tail guildhall ten years ago, Makarov was speaking to a silver-haired boy. "But Ice Shell comes from the caster's will. No other magic is capable of melting it."_

" _But there's a lot of powerful wizards here!" A young Lyon protested._

" _Although there is one method," Lyon perked up in hope. "No, not that. I'm afraid even if there is a way, melting the ice would mean killing your master." This left the boy downtrodden, but he understood the old man's warning._

* * *

"Now that I think about it," Lyon thought, "I'm sure Gramps was talking about the Moon Drip." He scowled. "But now I'm disappointed that my junior would do something that would kill Ur."

"It would be a mercy kill." Gray replied. "Freed from ten years as a living sentry. Ice Make: Saucer!" He sent a rotating saw through the air.

"Can't you even hear how crazy you are?!" Lyon shouted as he dodged the saw. "Deliora is gone, and you just can't accept that you haven't done anything to end him!" He brought his hands together, both charged with magic. "Ice Make: Snow Tiger!" He sent the charging beast at the black-haired mage.

"Not so fast! Ice Make: Prison!" Gray leaped up into the air and trapped the tiger in an ice cage. As he got down facing his enemy, he grinned despite losing energy. "Your pitiful beast can never escape my cage! There's no way-" But to his shock the cage began to crack as the tiger continued to smash into it. "What! That's impossible"

"Maybe it couldn't if I was using one handed magic," Lyon answered, sending all of his strength into his creation. "But with what Ur taught, I can use my full power!" The tiger broke down the cage and rammed into Gray, slamming him into the ruin's wall. When the tiger shattered, Gray attempted to get up. "Ly..on…" He stopped when he coughed up blood and fell on his back.

Lyon fell down on one knee. _I used up so much magic fighting Gray,_ he thought. _I hope I'm not-_ He soon heard a deafening and familiar roar. Gray began to wake up as anger and fear filled him.

"It's awake." He stated, trying to get off the ground. "I recognize that voice."

"No," Lyon said, clenching his fist. "then I have no choice…"

* * *

"Yaahh!" Gajeel shouted as the roar reverberated in the cavern. "So deafening!" The noise grew as the top half of Deliora broke free, now howling in a mix of triumph and pain.

"Yes!" Zalty shrieked in joy. "It's finally here!

* * *

"What was that voice?" Levy shouted at the entrance of the temple.

"It's a demon roar." Mira answered, worry in her eyes. "Is that really Deliora?"

"Yes, and that means that we have run out of time." Lily scowled. "They've managed to revive it."

"No…" Levy let out worriedly. She then noticed the beam of moonlight going through a hole in the floor. "I've seen that light, it's part of the Moon Drip ceremony!" The sound of Deliora echoed throughout the ruins once more.

"Deliora may be roaring, but they're still continuing the ceremony." Mira analyzed. "Meaning it's not completely free yet!" She turned to her teammates. "We can stop Deliora, but it means stopping the ceremony!" The three raced to the top of the temple.

* * *

"Shit," Gajeel cursed facing Zalty. "Can't waste any time! Here I come!" He was shocked when a crystal ball flew through the air and impacted him in the face, knocking him back. The sphere flew back to Zalty's hand. "My thought exactly, Black Steel Gajeel." He send it back at the Dragon Slayer, but the latter was ready and shattered it with a punch.

"Ghi hi," Gajeel smirked. "Not many tricks left!" Zalty grinned as the shards reformed into the ball and flew towards Gajeel's stomach, sending the Dragon Slayer into the air. "Fuck! It got fixed!"

"My magic is the Arc of Time," Zalty explained as he pulled back the crystal ball, letting Gajeel to land on the earth. "Allowing me to manipulate an object's timeline. For example, I can repair my crystal ball with ease. And for another," To Gajeel's shock the sphere disappeared. "I can send it to its future, _any_ futures!"

Multiple versions of the crystal ball soon appeared and began attacking the Dragon Slayer from all angles. Gajeel armored up and attempted to shatter them, but they were quickly repaired. The spheres began disappearing, leaving just one left that stopped before it could collide with his fist.

"It stopped." The crystal ball returned to Zalty's hand. "Correct, I can even stop an object in time."

"Keh," Gajeel scoffed. "But your magic can't work on people, can it?"

"Why, yes, it doesn't work on any creature. That's why I can't use it to rust you away, or use it to melt the ice, which is actually Ur."

"So why do you want to melt the ice?" Gajeel asked. "That Ice-Prick you work for wants it back for some closure shit, but what about the others?"

"No idea," The masked man shrugged. "I just joined this group recently."

"So what's your real objective, then?" Gajeel scowled. Zalty just smiled.

"Ara ara," He said. "It seems that I'm no match for you. The truth is that brat, the so-called Ice Emperor, is no match for Deliora. Even his own rage cannot stand against it." He smirked. "In fact, I'm counting on it. My real plan is to control it." The dragon slayer stared at him in shock.

"Even an immortal monster can be manipulated. Just imagine it, Deliora, one of Zeref's creations, under the bend and whim of-"

"No thanks," Gajeel growled. "All you creeps are already messed up trying to bring back that demon, but you're the most messed up out of all of them."

"You just don't understand it. They are times when you'll need more power-"

"And when that time comes," Gajeel stated, covering his fist in iron scales. "I'll just rely on my own power, and the power of comrades!" He began to charge at the Time mage.

"So be it!" Zalty shouted. "Ceiling, accelerate thy time and collapse!" The ceiling began to crumble as large rocks fell and floated around Zalty.

"All of you cause damage for the most fucked up reasons!" Gajeel shouted as he climbed up the rock formation Zalty was on. "I had enough!"

"Then let's see if I use my Arc of Time to grind you to 'rust!'" He sent the rocks towards the dragon slayer, but Gajeel used the rocks to jump closer to him, and smashed an incoming projectile to create a screen of dust.

When the dust faded Zalty was shocked to see the dragon slayer missing. "How did he-"

"You want to see some real time manipulation!" He looked up and saw Gajeel already falling towards him. "I'm gonna punch you into the future that I control! Iron Dragon Hard Fist!" With his attack Gajeel sent the masked man flying through many stalagmites before he crashed into the cavern walls.

* * *

"Solid Script Bind!" Levy sent her word at Toby, who was still performing the ceremony. The word wrapped around him and he fell away from the hole, ending the flow of moon drip.

"Nice work, kid!" Mira complimented.

"You're too late!" Toby shouted as a bright beam of light burst from the hole. "The ritual is done!"

"No..." Levy gasped.

"Now only the Ice Emperor can defeat him!" He laughed, but stopped when Mira grabbed him by the throat.

"Why are you even doing this?" Mira growled. "Answer us!"

* * *

Lyon moved as fast as he could into the cavern, but by then he was too late. He and Gajeel could only stare in shock as the last of ice holding Deliora melted away. The demon let out a monstrous roar that even reverberated off their bones.

As Lyon stepped further into the cave, he stopped as he felt water beneath him. He picked some up and recognized its magic. "Ur…"

"Lyon!" The Ice Mage looked up and saw Gajeel shouting at him. "'Bout time ya got here! With that thing awake, we gotta take it down!"

"Stop," Both faced the entrance and saw Gray crawling towards them. "This is… my fight. There's no way… that…"

"Your fight?!" Gajeel shouted. "You can't even stand!" The Static Ice Mage ignored him and looked upon Deliora.

"Deliora!" He shouted. "Your life ends here! You can never cause any more pain, anymore!"

* * *

 _A young Gray stood in a bedroom in a cabin. He didn't know why was this here. The room looked like it belonged to a young girl._

" _Gray?" The black haired boy turned and saw Ur standing by the doorway._

" _Ur!" The boy panicked. "I'm sorry! The door was open and… and whose room is this?"_

 _Ur gave back a heavy smile. "This belonged to my daughter, Ultear." She answered._

" _I… never knew you had a kid." Gray said. "What's she doing now?"_

" _She's… dead." A solemn expression now covered both of them. "She died from an overload of magic in her body, a few years before I took you and Lyon in."_

 _The boy then frowned. "Is that why you took the two of us in, to be Ultear's replacement?"_

 _Ur just held onto him gently. "No, Gray. Ultear has a special place in my heart that can't be filled. But you and Lyon also have your own places in it. I never saw either of you as her replacement. Each of you are you, my beloved pupils."_

* * *

"Ur lost her daughter, then you took her life." Gray said to the demon as he began to stand up. "You took my parents from me, then my master. I...will-" Before he could finish Lyon knocked to the floor with a chop to the neck.

"No Gray," Lyon said calmly. "You still have a life to live, ten years to make up." He stepped forward to Deliora. "You can leave this to me," He stood ready for battle with his arms crossed. "I'll stop Deliora!" The air around plunged to frigid temperatures as icy winds build up around him.

"Ice Shell!" Gray shouted. "Are you crazy! I will just melt it again! And if not me, then someone who'll take Deliora for himself!"

"It's the only way… I know how." Lyon stated. "This is the only way to stop it!"

But to the Dynamic Ice Mage's shock, Gajeel was standing between him and Deliora, facing at the demon with an intense determination.

"Stop your spell," Gajeel growled. "I'm fighting this bastard."

"Move out of the way, you'll be frozen too!"

"I stopped you earlier since I can't let you die like that," Gajeel stated calmly. "You want to use that spell so badly, you have to freeze me too."

"Gajeel…" Lyon stopped the Ice Shell, but soon saw Deliora preparing to slam its fist on the Dragon Slayer.

"Look out!" Lyon shouted. Gajeel just growled at the demon. "Not giving up till the end, ya bitch!"

However, the attack from Deliora never came, as the arm soon fell off.

"Eh?" stated Lyon. "What?" Gray asked. Cracks began to form all over the demon, and Deliora broke apart into pieces. Those pieces fell into the water that was once its prison.

"I... don't believe it." Gray stated in shock. "Deliora… was long dead." He smiled as tears began to form. "For ten years… Deliora was subverted in… no, subverted by Ur. We just saw its final moments." He soon released his tears onto the ground as he held onto his face. "Thank you... Ur."

"Man." Lyon stated, smiling.

* * *

" _The strongest mage," A wizard said in a tavern. "Around here, that will be Ur. She retired to the mountains after her daughter died."_

" _But no other wizard in these parts was a match for her."_

" _Ur," A young Lyon said in wonder. "I wonder if she'll let me be her pupil."_

* * *

 _The silver-haired boy knocked on the door to a cabin on the snowy mountain, and it opened to reveal a violet-haired mage. "What is it?" She asked._

" _Um, hi." Lyon said. "Are you Ur?"_

" _Yeah, I am." The woman raised an eyebrow._

" _Well, my name's Lyon," He smiled "and I want to learn magic under you."_

 _Ur sighed. "Sorry kid, but I don't do that anymore. You probably should return to your folks." As she was about to close the door, she notice a slight frown on his face. "You… do have parents, right?"_

 _Lyon shook his head. "They're... gone."_

 _She took notice of the sadness within his eyes. Before she could stop herself, she spoke out. "Come in."_

 _Lyon looked at her in surprise. "What?"_

" _You did want to learn magic," Ur grinned at him "right? Plus, it's too cold outside for you to head anywhere else." Lyon nodded and raced into the home._

" _Why did you do that, Ur_?" _She asked herself, then shook her head. "Never mind, this kid needs a home, and if he'll only stay while learning magic, then that's that." She closed the door and started preparing the boy's teaching._

* * *

"You said that they are stronger wizards, Ur," Lyon said, then smiled. "But not even in a hundred years can Gray or I surpass what you did."

"Man," Gajeel grinned, "Your teacher was pretty awesome."

"Gajeel! Lyon!" The two turned to the entrance and saw Levy and Lily running (Or in Lily's case flying) towards them.

"Yo Shrimp, Lily, glad ya-" He stopped and paled when he saw Mira entering with them. "Fuck." He cursed.

"Nice work you two," She complimented. "You did a good job." Gajeel tried to stealthily move away, but she grabbed him by the back of his shirt. "Nice try, but you're still gonna face master after this." She looked solemnly at Gray. "I'm sorry about Ur."

"It's okay," Lyon said fondly. "She's still alive. The water is going to flow into the ocean, and Ur's lifeforce will join it when it does." He went to help Gray rest onto a nearby rock.

"Ur's is an amazing wizard, isn't she." Levy said.

"Well with that out of the way," Gajeel said. "We finally defeated Deliora!"

Everyone looked at him. "Hey, we just completed an S-Class mission!"

"You're actually right Metal-Face," Lyon grinned as he headed back to them. "Maybe Gramps will let us onto the second floor!"

"You really think so?" Levy asked excitedly.

A cough drew their attention to Lily. "Not to interrupt this celebration, but we still have one task left: return the villagers from their demon state to normal. Therefore, we have not completed the S-Class."

"But Deliora is dead now," Lyon stated. "So the curse on the village should…"

"No," Levy interrupted morbidly. "The curse wasn't caused by Deliora, it was caused by the Moon Drip. Deliora's fall couldn't have changed the situation."

"Well then, we'll just have to go heal them," Gajeel stated. "Easy as that."

"And where exactly are we going to start?" Mira asked.

"I might have an idea." Lyon said as he walked towards the other ice mage. "Gray…

"I don't know." He answered calmly.

"What!" Gajeel shouted. "How are we supposed to break the curse if you don't know about it!"

"We've known about the existence of the village when we came three years ago," Gray explained. "But we never interfered with the village at all. They've never visited us, either."

"Really," Mira asked, raising an eyebrow. "Not once in three years?"

"Now that you mention it, the light of the moon drip should have shone on the ruins every night." Levy said. "It's weird they never investigated once."

"I doubt that moon drip can affect the human body." Gray said.

"Hey, don't go spewing the 'It's not our fault' crap at us!" Gajeel shouted.

"He's right!" Lyon exclaimed. "They've been basked in the same light for three years. If the moon drip is responsible for the villager, then he and his men would have been further along."

The others soon accepted the realization. "I'd be careful if I was you," Gray said. "Those villagers are hiding something."

"Yeah," Gajeel growled. "Well, don't go thinking you can get away for destroying the-" Gajeel felt a pull on his pants and look down at Lily.

"That's enough, Gajeel." The Exceed stated. "He and his men all wanted the same thing: closure. All of them lost families to Deliora's rampage. They were only acting out their own justice. No need to complain about the past. Now we must go and end the curse." Gajeel sighed and the five began leaving the cave. Lyon, however, stopped.

"Lyon?" Mira asked.

"You guys go ahead, I'll catch up." The Take-Over mage shrugged and left through the entrance with the others. The silver-haired mage then sat down in front of Gray.

"Heh," Gray coughed. "I'm a mess, huh. I was so obsessed with destroying Deliora that I didn't follow Ur's wishes. I ended up hurting a lot a people in the process," He faced his fellow pupil. "I should have done what you did and moved ahead."

Lyon shook his head. "I didn't move on, Gray, I just ran away. I so upset at what happened that I decided to push it behind. But not only did I fail Ur's promise, but I also began forgetting what she taught me."

Gray chuckled. "We're a couple of screwups, aren't we?"

"Must have made Ur completely worried." The two laughed as they took in the gallow humor.

"Hey, can I asked you something?" Gray said. "How did move past that dumb dream you had of surpassing Ur after that night."

The silver-haired mage smiled nostalgically. "Remember that friend of Ur I mentioned. He once told me that those who don't have a goal can find one at a guild. There you'll find guildmates and rivals that'll help you find it in their own way."

Gray stared at him before turning away. "I'll think about it." Lyon nodded at his old friend before leaving the cavern to join his comrades.

* * *

Lyon found his guildmates back at the village storage site. "Sorry I'm late, just had to-" He stopped when he saw that only his guildmates were there.

"Where is everyone?" He asked.

"We don't know," Mira answered. "The place was empty when we got here."

"Hello there!" The five saw a demon-villager with horns and a demon tail running towards them. "You're back! Anyway, you need to meet the other villagers! It's really worrisome!"

When the six arrived and found the villagers, they were shocked. The villagers were safe, but the crater that was there before was gone. Instead, the village that was destroyed was now restored.

"What's going on?" Levy asked. "The village was destroyed yesterday, but now…"

"It back to normal," Gajeel finished. "Like time was… reversed." The Dragon Slayer then remembered his previous opponent.

 _Could that masked man…_ He pondered. _Naa, that guy's a prick. Probably felt sorry though._

"Does it matter," Gajeel said to the Solid Script mage. "Everything's fine now." Levy was about to respond when she spotted Moka, who was by his son's grave, now restored. Relief filled her at the sight.

The mayor turned from his son's tombstone and faced the wizards. "Are you the ones who brought back our village?"

Levy shook her head. "No, we actually have no idea who did it."

"We are very grateful," He thanked. "But, when are you going to destroy the moon?!"

"Don't worry about that." Mira said as she walked over to them. "Destroying the moon is easy for the five of us." This calmed down Moka, but startled Levy.

"She says something so crazy like it's nothing." Lyon whispered to Lily.

"But before we do that, we need to confirm something," Mira requested. "Could you get everyone together?"

Much later all of the villagers were gathered near the front of the village. Mira stood fiercely in front of them.

"So let me get this straight," Mira said to them, after they explained about their situation. "When the purple moon appeared, that's when you transformed into demons."

"Yes," Moka replied. "But to be accurate, we only fully transform when the moon is out."

"From what you guys told me, the moon changed about three years ago." Mira continued as she began pacing. "But the moon drip ceremony was going on every night during those three years. All of you should have at least saw the light from the top of the ruins."

While she was pacing, she ended up stepping on a pile of leaves that gave way to her weight. "Kyaa!" She screamed as she fell into a pit the shape of the word "hole."

"Even Levy's pit trap was restored." Lily noted, astonished.

"She went 'kyaa,'" Gajeel said shocked. "'Kyaa!'"

"Like a little girl," Lyon added nervously. "It was cute."

"I'm in so much trouble!" Levy shrieked in worry.

Mira simply got out of the pit, amazing everyone. "Anyway," She continued as she got up. "That's the most suspicious place on the island. So why didn't you check it out?"

The villagers muttered to each other nervously before Moka spoke. "T-That's because it is forbidden by law to go near the temples."

"But with the situation, you would had seen that investigating would have been worth the risk." Levy said.

"What's really going on?" Lily asked the natives.

Moka sighed. "To be honest, we also have no idea what's going on, either. We did try to investigate the ruins many times. But when any one of us tried to get close to them, we always get teleported in front of the gate. We just couldn't get close to those ruins!"

The news shocked the five fairies.

"That doesn't even make sense," Lyon said. "We even went inside the ruins with no problem."

"We kept quiet because we knew you wouldn't believe such a story…" One villager said.

"But it's true! We tried to go to the ruins many times." Another said.

"But none of the villagers were able to get there."

Mira sighed. "Just as I thought."

Above the village, Zalty watched over them in the trees. "Hmm," He said, "The She-Devil manage to figure it out."

Back in the village, Mira transformed into her generic Satan Soul. The villagers, having dealt with their own becoming full demons, took a cautious step away from her. "Gajeel, get ready." She said to the Dragon Slayer. "Cause tonight, we're going to destroy the moon!"

"Hell yeah!" Gajeel shouted in joy. The rest of his guildmates, however, were now worried.

 **Prepare yourselves, boys and girls. Cause next week, Mira and Gajeel are going to end the curse.**

 **Lily: I've heard of promising the moon, but never promising to destroy the moon.**

 **I never even said anything about destroying. Anyway come back soon. Leave a follow, favorite, or review if you enjoys. Reviews make me happy you know. All flames will be put out by Gray and Lyon.**


	14. More Truths to Come

**Welcome to another chapter of an Alternate Tail. A lot of what is to come for this story will be seen in this chapter. Before we begin, I would like to thank Nameless Panda, FanLovesFics16, alicegx, QueenAngelTail, and Tony2996 for favoriting and/or following this story. I also want to thank and respond to Fairy of the Fritz, OneWhoCharms, and Cinder Fall 39 for their reviews.**

 **FotF, I'm glad you appreciate how I managed to fit in all the characters in their new roles. And Cinder and OWC, let me tell you guys that the story will be getting more intense as it goes on.**

* * *

 **To help finish up this arc, I'm having Pantherlily wrap things up.**

 **Lily: Of course. DigiXBot does not own Fairy Tail. Only Hiro Mashima has that honor.**

 **Yeah, but I will still write my heart out.**

* * *

 **More Truths to Come**

Hours after Mira's announcement, the villagers watched with excitement as Mira and Gajeel stood in one of the watchtowers. They were all anticipating for the destruction of the moon, and then their transformation back to normal.

"Oi, She-Demon," Gajeel asked the S-Class wizard. "If we're going to destroy the moon, shouldn't we do it from somewhere higher like those ruins?"

"This is high enough." Mira answered calmly. "Besides the villagers can't get close to the ruins."

"They're actually going to destroy the moon," Lyon marveled at the sight. "Even with Mira it just seems impossible."

"How do you think she's going to do it?" Levy asked.

"Who knows," Lily responded. "But we should watch. It's not everyday that the moon is destroyed."

Mira began to gather energy between her palms. "Gajeel," She spoke to the Dragon Slayer. "Lily told me that you and Levy were able to combine your power to protect the villagers."

"Yeah, so."

"I need you to the same with me," She continued. "I'm generating as much energy for my attack. It will have enough power to destroy the target, but I can't give it all the velocity I need to throw it to the moon. That's where you come in. I want you to use your roar to give enough kinetic energy to reach the moon and destroy it"

Gajeel grinned. "Ghi hi," He laughed. "So we're really destroying it? Then what are we waiting for?"

"Why are they so into it?" Lyon asked nervously.

Once the energy solidified into a black sphere, Mira took position to throw it. "Evil Explosion!" She threw the sphere towards the sky. "Now, Gajeel!"

"Right! Iron Dragon Roar!" The attack hit the sphere, and gave it a strong enough impulse to push it on a path to the moon. Everyone watched with amazement as the black sphere raced through the sky, ending when it seemingly impacted the purple moon.

The celestial body began to crack apart, and the villagers cheered in joy.

"No way!" Levy shouted as she and Lyon stared at the breaking moon in shock. Mira simply smiled as the moon continued to crack.

However, everyone but her were shocked when the cracks broke apart into a large hole in the sky, revealing a white glowing moon.

"The moon is still there?!" Gajeel yelled.

"The moon…" Moka stared at the celestial body. "But it's normal now…"

"So now the sky is breaking apart?!" Lyon asked as he and everyone else watch the cracks spread all over the sky.

"It's not the sky," Levy realized. "It's some sort of crystallized layer!"

"That's right," Mira called out. "It's an evil layer created as a side effect of the Moon Drip ceremony. The moon drip created exhaust fumes that crystallized into a layer in the sky, making the moon appear purple."

As the layer continued to break apart, a cover of glitter now covered all of the villagers.

"They're being turned back!" Levy exclaimed in joy.

"With the layer gone," Mira said. "The island can return to what is was."

The glitter faded away, revealing the villagers, still in their demon forms. Almost everyone was confused at the outcome.

"They didn't turn back," Lily asked. "But destroying the moon should have lifted the curse."

"It did," Mira answered as she returned to her human form. "But the curse wasn't that they transformed into demons, because that's their normal form."

The villagers were confused at first at her statement, but soon the truth was quickly accepted in their hearts and mind, and more information came slowly came to them…

"The evil layer was affecting their memories, not their body." Mira explained. "Because of this, they thought they 'turned' into demons at night."

The other Fairies realized the truth. "But that means…" Gajeel began.

"That they were demons to begin with." Mira finished.

"No way," Levy said. "Is this true?" She asked one of the villagers.

"Um," He responded. "We're still confused."

"They always had the ability to turn into humans," Mira continued. "But when their memories were being erased, they came to believe that they were always humans."

"But why were Gray and the others okay?" Lyon asked.

"Probably because the memory curse only affects demons." Lily guessed.

"It was obvious actually," Mira stated. "They couldn't approach the ruins because they were demons. The ruins actually contained a holy light that prevents those from darkness to get near." She laughed. "I actually couldn't use my magic near that place."

"Amazing…" A voice said. "I'm glad I left things in your hand." Everyone became startled when a familiar face approached them.

"No way…" Gajeel said. "It's the sailor from before!"

Bobo, now a black-spotted red demon, waved at everyone. "Glad I left things to you, wizards of Fairy Tail."

"You're that sailor?" Lyon asked. "But everyone said you died!"

The sailor just laughed. "Hey, we demons wouldn't die just because we're stabbed in the chest, right?"

"But you disappeared from the ship," Levy asked. "Didn't you?"

She was shocked when Bobo vanished, then reappeared in the sky with two bat wings from his back. "Sorry I couldn't tell you the truth then."

"Wow." Levy marveled.

"I left the island because I was the only one who got my memories back." He explained. "I got scared by everyone thinking they were humans."

The mayor cried in joy at the return of both his son and his memories. "Bobo!" By instinct, wings came from Moka's back, and he flew up to embrace his son.

"You're finally back to your senses, dad." Bobo cheered as he hugged his father, both laughing in joy. All the villagers sprouted wings and flew up to join the celebration

"Demon Island, huh." Mira said.

"When you think of it," Levy said. "They're more like angels than demons."

In the trees nearby the village, Zalty was sitting by a branch, with a communication lacrima floating next to him. "Did you see it?" He asked the sphere

"Yeah." A voice from the lacrima replied. "But why did you fix the village?"

Zalty shrugged. "Call it a favor, after all that has happened to them. Wouldn't you agree?"

"I guess." The voice replied. "But anyway, they did better than expected. Course you can't expect less from Fairy Tail. Let's hope they don't get in our way, right Ultear."

Zalty simply laughed as he began to take off his mask. As he did a blanket of smoke covered him, which faded away and revealed a violet haired woman wearing a white kimono.

"I couldn't agree more, Stormorse-sama." She said.

* * *

After the initial series of hugging and flying, the villagers prepared a feast for celebration, with a wide variety of food from fish to fruits to sweets on the table. Nearly everyone was sitting by the tables and chatting among each other.

Mira and Levy were talking excitedly to some of the locals. Gajeel, to the shock of many villagers, was eating some scrap metal he found nearby. Lyon was sitting by himself on the ground and drinking some soup from a bowl.

"Are your injuries feeling better?" A blue female demon asked him.

"Aren't you…" Lyon asked her confused.

"Did you forget?" She asked, then transformed into a human form. Lyon stared for a few seconds before recognizing her. "Oh," He realized. "You're the girl from before."

"Do you recognize me now?" The girl asked while she transformed back to her demon form.

"Yeah, I do." Lyon smiled.

"Ever since you came to the village," Another demon girl said as she sat next to him. "We've been thinking your the greatest, Lyon-san!"

"Yeah," Another cheerfully agreed. "You're super cool!"

"But I bet you think we're better in our human forms," A third demon girl accused him. "Don't you?"

The ice mage was startled by the accusation. "Well, I wouldn't say that exactly…" He stated. "But I think this look really works for you." All the girls nearby cheered.

"He's so kind!"

"We're now full of confidence!"

"Let's dance together! We can show him our demonic groove!" The four girls dragged a reluctant Lyon to the dance floor.

"Lyon's definitely popular with those girls, huh." Levy noted.

"Looks like he's having a lot of fun, too." Mira joked.

"It is as Lyon said." Moka said. "All of us felt that our appearance was a weakness, which is why we never interacted with the outside world."

"That's why I began the rumor that Galuna Island was cursed," Bobo explained. "So no one would want to come near here and become afraid of us."

"But I think from now on," Moka said. "We'll try to get along with the rest of the people of Ishgar, and cooperate and help each other."

"If you speak to them in this way, it won't matter how you look." Levy said.

"Everyone will be able to accept you." Mira agreed. "The path won't be easy, but you can get their trust by opening up."

"Very true." Moka smiled.

But soon, the sounds of footsteps manage to reach the ears of everyone. The villagers slowly stopped cheering as they recognized the two individuals that came.

"Two of Gray's men?" Lyon recognized as he began to walk towards them. Mira also got up and headed towards them. Even Gajeel stopped eating when he saw the two enemies.

"What do you two want?" Mira questioned.

"You guys gave the Ice Emperor fierce injuries," Yuka stated. "He cannot even move."

"We have come to pay you back." Sherry explained.

"Hang on," Levy said as she got up. "Didn't you two hear, we and Gray already…"

"That is a separate issue." Yuka interrupted. "We're ending this once and for all."

"Ghi hi!" Gajeel chucked as he cracked his knuckles. "Bring it, we can take you down once more!"

"Wait!" Bobo called out. "We can't continue to rely on you guys for everything. We'll protect our village."

"I appreciate the determination," Mira said. "But you have to leave this to us." She walked towards the two intruders.

"Ah, Fairy Tail's She-Demon," Sherry recognized. "You demonstrated your strength back on the beach."

"Careful Mira!" Levy called out. "That girl can control any non-human object!"

"Yeah, and Eyebrow there's some sort of magic canceller!" Gajeel shouted.

"No problem," Mira smiled, and in the blink of the eye, she kicked both of them to the ground.

"Wow," Levy marveled. "She didn't even have to transform."

"Impressive." Sherry said as she got up.

"We're simply no match for you." Yuka said. When they did not retaliate Levy realized the truth.

"You two didn't come to fight," She said. "You came to apologize. That's what you meant by 'pay back.'"

"I know that this can't make up for what we've done," Yuka began. "But we have to finish this on a proper note."

"Ice Emperor Gray told us everything." Sherry continued. "So thanks to you, our hatred of Deliora is gone."

"So you guys..." Lyon asked.

"Yes," Yuka answered. "Like the Ice Emperor, we too have lost families to Deliora when he attacked our homes while we were children."

"So when we learn that Gray Fullbuster," Sherry said. "a man that went through what we did, was going to destroy Deliora for good, we decided to follow him."

"But that is no excuse for hurting innocent people in the process."

"We hated Deliora so much, we became no better than it is. We ended up forgetting…~love."

"Well then," Gajeel said as he and Lyon from behind them, startling them. "With all that settled, you guys come and eat with us!"

"But we were just your enemies!" Yuka said.

"And with all that food," Sherry protested. "my weight could…"

"No excused, you two are partying with us!" Lyon grinned. They then grabbed them from behind and began leading them to the others. Gajeel and Lyon got the two to sit by the villagers. "So let's dig in," Gajeel shouted excitedly, despite the awkwardness. " and live it up!"

"It's amazing," Levy said as she watched with amusement. "How we can go from enemies to friends so easily."

"Well, I guess that's normal with a family like ours." Mira explained.

"Speaking of family, where's Lily?"

The take-over mage shrugged. "Probably meditating somewhere."

"Well, that's not unexpected," Levy nodded. "He's a serious Exceed."

"Yeah," Mira replied. "But that bothers me. Pantherlily is a wizard that always follows the rules and conducts. In fact, he's the one that keeps Gajeel out of trouble, not bring him to it."

"Yeah," Levy agreed. "Actually, it was shocking when he said he took the S-Class mission."

"I wonder why he did that." Mira pondered

Levy smiled reassuringly at Mira. "I'm sure that he had a good reason for that."

* * *

Back on the top of the ruins, Lily was meditating on the ruins, concentrating the energy within him. Suddenly, the weather in the night sky above became intense as clouds began to form into a sort of sky cyclone. The Exceed's eyes then opened. "It is time."

Lily transformed into his battle form, and from thin air (Or a requip space) pulled out a wooden staff. He slammed the bottom of the staff into the ruins, concentrating the magic within him into the staff.

With a powerful roar he raised the staff into the sky and send the energy into the storm. The storm glowed so bright it was a miracle everyone at the village couldn't notice. Then, as quickly as it appeared, the storm vanished, and the atmosphere returned seemingly to calm.

Lily panted as he placed the staff away, then reverted to his smaller form and fell to his knees.

"Another Anima shut down." He panted. "But they are becoming more frequent. Our enemies are becoming bolder now." He scowled at to the sky. "I have to be ready, so that I can protect Fairy Tail, Fiore, and all of Earthland from this perversion."

* * *

In the city of Era, a conspiracy began to unfold. And it's occurring in the office of a certain blond councilor.

"I am disappointed in the Deliora case." Ultear said as entered the room.

"Hey, it can't be helped," Stormorse replied nonchalantly. "We couldn't have known that Deliora was long dead. Still, having him under our thumb would have helped our revolution."

"I am deeply sorry, Stormorse-sama," Ultear apologized, then scowled. "I didn't realize that woman's magic to be that powerful."

"Now don't go talking about her like that, tear of Ur." Stormorse teased. "I got a lot of respect for your mother." He picked up a medallion wrapped around his neck. "If she was alive, I bet she would have been like me, a member of the Ten Wizards Saint."

"You think too much of her. She was nothing more than a pitiful woman possessed by a hunger for power and dumped by my father."

Damn," Stormorse chuckled. "You hate your mom so much, you manipulated one of your 'brothers,' and you got him to fight the other. Man, you really have no fondness for your family, don't you."

"Does it matter, I was nothing more than a speck in my mother's life."

"Maybe she raised her pupils out of regret." Stormorse suggested.

"Oh, enough about that," Ultear said as she placed a finger on his lips. "Let's just start on the next stage." Suddenly, a bruise popped on her cheek.

"What is this?!" She shouted as Stormorse laughed boisterously.

"It finally swelled up!" He calmed down and faced his co-conspirator. "So what you thought of the famous Black Steel after fighting him."

"I didn't even use half my power," Ultear ruefully explained as she rubbed her bruise. "But Gajeel Redfox was intense to fight. We both know that he'll only get stronger."

"Yeah," Stormorse smirked. "Can't expect less from the child of Metalicana, the Iron Dragon of legends. We better keep an eye on him, for the sake of my dream."

* * *

The next morning, Lily gave a startling announcement to the village. "W-what?" Moka asked confused. "Why can't you accept the award?"

"Your happiness is more than enough for us." Lily explained. "And we appreciate that."

"Yes, but…"

"Besides, like I told you," Mira continued. "The request wasn't officially accepted by our guild. It was taken by a rushing group."

"True, but that doesn't change the fact that we were saved." Moka said. "Why don't you take as a gift from friends, instead as an official reward to a guild."

"The seven million Jewels!" Gajeel and Lyon called out excitedly.

"Sorry, but while it sounds tempting, accepting the monetary reward would be going against our guild's policies." Lily replied.

"But we could accept the tablets you mentioned." Mira said

"Sure," Bobo ran into a tent and brought out a set of tablets wrapped in leaves. "We found these long ago near our home." He said as he handed them to Levy. "We couldn't touch them because they're holy tablets from the ruins over there, so they burn our skin on contact. But these probably contained much information within them."

"Thanks," Levy said as she placed them into her sack.

"Let me take you guys back to Hargeon too." Bobo offered.

"That's okay," Mira said. "We got our own ship ready."

Much later, everyone was surprised when they found a massive pirate ship waiting by the sea.

"Is that a pirate ship?!" Lyon shouted in awe.

"Did you actually hijack it?" Levy asked Mira, who simply grinned back. "Yeah, but they weren't that tough to beat. Bunch of wimps actually, though they are loyal."

"Great, more boat riding." Gajeel grumbled.

As the five Fairies rode off on the back deck of the ship, they saw the villagers waving goodbye.

"Thank you so much!" Bobo called out. "You really helped the island for the best."

"Take care!" Levy waved.

Also watching the five leave were Gray and his men. "There they go." Yuka stated.

"I..." Tears began to flow out of Toby's eyes. "I'm not crying! Not at all!"

"Wait…" Yuka sweatdropped at his friend's action. "Why are you…"

"Is this okay," Sherry asked Gray, who looked like he was non-interested. "He's your fellow pupil, and the two of you are now getting along and…"

"It's okay…" The ice mage replied. He turned to the others. "Hey… is a guild fun?" He asked them.

The three other wizards blinked in confusion. "Um, yeah," Yuka answered "why do you ask?"

"You guys were part of a guild before working with me, right?"

"Yes, we were members of Lamia Scale."

"Think they got room for a maker mage." And the four smiled together, ready to embrace a future free from the chains of their past.

* * *

"Finally, we're back!" Gajeel shouted as he and the others walked through the streets of Magnolia.

"We went through all that trouble of an S-Class job, just for some tablets." Lyon grumbled.

"Yeah," Gajeel grunted , then turned to Lily. "You were planning on refusing the award, weren't you."

"Well, of course," The Exceed grinned. "It would have been unfair to accept it, given that we were completing an unofficial job. Besides, I feel that the experience we've gained would be a proper reward."

Gajeel just growled back. "Maybe," Lyon said. "But Levy was the only one who gained something from this. Maybe if we were to sell one of those tablets…"

"No way!' Levy protested as she protectively held onto the tablet she was reading. "These contain pieces of magic history. They could reveal rare and special kinds of spells." She smiled with glee. "In fact, this one contains instructions for a type of Letter Magic, the type I use."

"Really," Lily asked, now curious. "What's the name of the spell?"

"Well, I'm still translating them, but the closest translation for this spell is 'Holy Scripture.'"

"Must be some light-based magic." Mira pondered. "Anyway, I'm sure you'll figure it out after your punishment."

Levy, Gajeel, and Lyon stopped walking as they remembered that their quest was against guild rules, meaning they must face the consequences.

"I feel sorry for you guys." Mira said. "If I was in charge, I could overlook your actions. But I'm not in charge. The Master will be deciding on what to do with you.

"Also, I won't be defending you, so be prepared for the full punishment."

"Oh no!" Lyon gripped his head in fear. "Don't tell me we'll have to do **that**! I don't want to do **that** again!"

"Let's not panic," Lily tried to calm him down. "After all, we have broken the rules and we must face the consequences for our actions. If we must face **that** , then we shall face it with courage." Despite his reassurance, Levy couldn't help but notice a slimmer of nervousness in the normally stoic Exceed.

"What is **that** exactly?" Levy asked frightened.

"Ah, quit worrying about it, Shrimp," Gajeel grinned. "I'm betting the old man will be thanking us for doing a good job. Besides, he likes us!"

" You're being way too optimistic about this, aren't you?"

"Oh no," Mira shook her head. "I'm sure **that** is already a given." She smirked. "I'm really looking forward to seeing it."

Gajeel continued to grin, but he began to sweat nervously. Suddenly he turned around and began running in the opposite direction.

"You're not taking me alive!" He shouted as he sprinted away. "I'm not facing **that**!" Mira quickly moved and grabbed him by the back of his shirt, and soon was dragging him to the guild hall, with everyone else reluctantly following her.

"Could someone please tell me what **that** is?" Levy asked.

But as the five made their way to the guild hall, they could not help but overhear the whispers between the civilians.

"Fairy Tail's strongest team is back."

"You think they know about what happened?"

"Who knows how they'll react."

"What are they talking about?" Mira asked, but stopped right in front of where their guild should be. "What happened to the guild hall?!"

Levy, Lily, and Lyon could only witness the sight in front of them. Gajeel got up from the ground, and when he turn around and saw the guild hall, he became filled with anger.

The Fairy Tail guild, was charred black with flames. Much of the structure was broken as holes covered every part of it. The board that held the name of the guild proudly was now on the ground, no longer readable as it was scorched black.

"Our guild!" Gajeel shouted.

"What the hell happened here…" Mira asked.

 **And as one arc ends, another begins…**

 **Natsu: Who's the bastard that attacked our guild?! I wanna tell him a thing or two?**

 **Everyone *looking awkward*: Ummm…**

 **Natsu: Gajeel, you better teach that guy a lesson!**

 **Gajeel: *Stares in confusion, then smirks* Sure Salamander, I'll teach** _ **him**_ **a lesson. Ghi hi!**

 **Oh boy. Well, hopefully we'll find an answer next chapter. Remember to leave reviews, and favorite or follow if you have not done so. Bye, bye!**


	15. Enter Phantom Lord

**Hiya Everybody! Its great to see your beautiful faces!**

 **Gajeel: How can ya see their faces?**

 **Though magic XD. Anyway, things have become wonderful since last chapter. I have now at least 50 reviews and 50 followers for the entire story!**

 **Levy: Congratulation!**

 **Mira: Ara, we knew you could do it!**

 **Lyon: You actually managed to pull it off.**

 **Gajeel: Ghi hi, guess we're the best, huh.**

 **I wouldn't say that, but this story have been getting a lot of love. First I like to thank OneWhoCharms, Reirann, Xzaria592, and The Mad Desperado, for favoriting or following Alternate Tail this week. You guys are the reader!**

 **And I like to acknowledge Fairy of the Fitz, Circe, reaper27, Johnny Spectre, OneWhoCharms, QueenAngelTail, Cinder Fall 39, and Lancelot Du Loc for their reviews last chapter. I can tell you guys are hyped up for this arc! Don't worry, I promise to deliver.**

* * *

 **And now we begin a new arc. I'll have Natsu give the disclaimer.**

 **Natsu: Really, awesome! Wait, why I'm doing the disclaimer?**

 **Um, I'm in a good mood?**

 **Natsu: ...Okay! DigiXBot does not own Fairy Tail. What's with the weird look?**

 **Nothing *Whispering* I am very, very sorry to Natsu, Lucy, and the Natsu fans.**

* * *

 **Enter Phantom Lord**

 _Flashback_

 _The Fairy Tail guild, was charred black with flames. Much of the structure was broken as holes covered every part of it. The board that held the name of the guild proudly was now on the ground, no longer readable as it was scorched black._

" _Our guild!" Gajeel shouted._

" _What the hell happened here…" Mira asked._

* * *

"It was Phantom Lord." The five turned and saw Erza standing behind them.

"Phantom Lord?" Mira asked her fellow S-Class. "Was anyone…"

"They're fine," The swordswoman answered. "They're all inside."

The five followed her into the guild's basement, where they found their guild mates safe and sound.

"Hey look, Mira's back!" A wizard called out.

"Yeah, and she brought the others back with her, like a Man!"

"Did you guys see what Phantom Lord did?" Nab asked. Everyone began to shout of the injustice brought upon them.

"Let's go and smash their guild!" Jet shouted.

"Are you crazy?!" Droy yelled at his partner. "This is Phantom Lord we're talking about!"

"Yo!" Makarov, sitting on a table drinking beer, called out to the five returning members. "Welcome back!"

"Welcome back?" Mira grumbled under her breath. "How is he so calm?"

"Why are you so calm?!" Gajeel shouted at the old man. "This isn't fucking happy time!"

"Oh, you're right, Gajeel." Everyone watched as he stood up, now with a more serious expression.

"Have you managed to complete _all_ of the requirements for your quest?" He asked, though it seemed more pointed at Lily.

The Exceed nodded for the group. "Yes, we have completed the mission, but we did not take the reward. Any other tasks we found there were also completed."

Makarov nodded. "Good job, but all of you brats are still being punished for doing an S-Class without permission."

"There's no time for that!" Gajeel yelled. Makarov ignored him, elongated his arm, and…

"Bad!" He chopped the Dragon Slayer on the head, who was now grumbling under his breath.

"Bad!" Lyon cursed as he rubbed the spot he was hit.

"Bad!" Lily sighed as he felt the pain from the chop.

"And bad!" Levy shrieked as her butt was slapped.

"Master, behave," Mira growled."Don't you understand the situation?!"

"Those bastards burned down our guild!" Gajeel yelled.

"Oh, calm down," Makarov reassured. "We don't need to make a fuss over nothing." Everyone stared shocked at his calm attitude while he continued drinking.

"This is only as far those Phantom idiots will do. Besides, why bother with punks who attacked an empty guild."

"Empty guild?" Lyon asked.

"Yeah, it looked like they attacked in the middle of the night." Lisanna answered. "Luckily no one was there at the time."

"We don't need to worry." Their master continued. "First, we can just rebuild the hall. Second, why bother over some wimps who rely on surprise attacks."

Gajeel slammed his hand on the table. "I won't accept it! Until Phantom Lord is smashed down, I can't deal with what they did!"

Makarov chopped the Dragon Slayer on the head. "Cut it out, Gajeel! There is nothing more to be said. Keep yourself busy with a job or something while the first floor is being rebuilt."

"We don't have time for jobs!"

The old man ignored him. "If you excuse me, I have to go to the bathroom." He jumped off and ran to a nearby toilet.

Gajeel just growled. "How can he be so calm about this?"

"I'm sure Master is just as upset as the rest of us." Mira said. "But we all know that the council prohibits inter-guild wars."

"But those bastards attacked us first! Don't we get the chance to retaliate!"

"That's besides the point." Erza replied. "If Master wishes to not respond, then we must follow." Everyone took on a solemn expression, unable to release their frustration at the vandalization.

* * *

"Things have gotten serious pretty fast." Levy said as she carried her supplies back to her apartment. "The rivalry between Fairies and Phantoms, one that has lasted since both guilds were founded almost a century ago." Entering the apartment complex she began walking up the stairs to the entrance of her apartment.

"I wasn't sure which guild to join," The Letter Mage continued. "Both are pretty outrageous." She smiled as she began to open the door. "But I'm glad I join this guild, cause Fairy Tail is..."

"Welcome home!" Lyon greeted as she stepped into her apartment.

"Sup," Mira said.

"Greetings." Lily responded to her arrival.

"Hi, Levy-Chan!" Lisanna waved.

"You have a manly apartment!" Take a guess who said this.

Gajeel just grumbled a hello.

Levy's eye twitched in irritation. "Why are you guys here?" She asked the six trespassers, who were gathered by her dinner table, as she was gritting her teeth.

"Since Phantom Lord came to this town," Lily answered. "It is possible they have gathered our addresses."

"Really?" Levy asked with fear.

"It's pretty likely they'll attack us when we're alone," Mira continued. "So Erza and I decided that everyone will be staying in groups."

"So everyone is having a sleepover." Lisanna added cheerfully.

"I couldn't leave you alone with Gajeel and Lyon, so my siblings and I decided to stay here tonight."

"So basically Gajeel, Lily, and Lyon coming was inevitable." Levy deadpanned.

"Got any good silverware to eat?" Gajeel asked.

"I'll hit the hay soon, so keep quiet." Lyon added.

"Hang on," Mira spoke out. "Me, Lisanna, and Levy won't be sleepy with you guys smelling like pigs." She aimed this at the Dragon Slayer and the Ice Mage. "So you need to take a shower now."

Lyon yawned. "Sorry, too sleepy."

"Keh," Gajeel scoffed. "I'm not in the mood for it."

"Do you want me to call Erza," Mira smirked. "You three could take a shower together, just like in the old days." The two began sweating nervously, then they raced to Levy's bathroom, attempting to push each other out of the way.

Levy sweatdropped. "Did they really bathed together."

"Yeah," Lisanna answered cheerfully. "But she pretty much commanded them to."

"... of course she did."

* * *

"Man, I'm late!" Lucy said as she ran through the streets of Hargeon that night. The mission she took lasted longer than expected, so she arrived after the sun has set.

A bright glow came from one of her keys as Loke appeared next to her. "Guess that job wasn't as easy as planned, huh." He joked.

"Now's not the time, Loke." Lucy chided. "I need to get to Fairy Hill before Erza decides to kill me for being late."

Another flash came before a pink-haired maid also appeared. "Princess, we are approximately 5 minutes and 6 seconds before the temporary curfew."

"I know that, Virgo."

"I am sorry for reminding you, should I be punished?"

The Celestial Mage sweatdropped. "No, you don't have to be punished. Right now we have to get back before any Phantoms come."

"Aw, calm down, Lucy," Loke reassured. "With the 9 of us I'm sure you can handle anything Phantom Lord sends."

Maybe, but I don't want to tempt fate." Unknown to them a figure with spiky Salmon hair and a white scaly scarf was watching the three of them from atop of a building. He growled for a moment, before leaping off.

The last thing Lucy saw before the fight began was a human inferno coming right at her…

* * *

"So do you guys have any idea why Phantom Lord would attack us all of a sudden?" Levy asked as she came out of the shower. She, the Strauss Siblings, and Lily were already in their sleepwear.

"No idea," Mira answered, sitting on Levy's bed. "We ran into them before, but this is the first time they attacked us directly."

"If you asked me, Gramps shouldn't be scared and just blow them off." Gajeel grumbled.

"Master is only choosing which action he feels is best for the guild," Lily said as he was reading from a set of papers. "Hmm, interesting story, the handwriting looks familiar…"

Levy pulled the papers from his hands. "This isn't for you." Levy explained. "I promised Lu-chan that I would be the only one who reads this before it get's published."

"Wait, Lucy wrote that?" Lyon asked. "She did tell some great stories when we were kids. Think that we could…" He stopped when the Solid Script Mage send him a glare. "Never mind."

"Such an intense cliff-hanger," Lily thought out loud. "But what is going to happen to Iris?"

"I don't think Master is scared," Lisanna said. "He is one of the Ten Wizards Saints."

"Oh yeah," Levy responded. "That's the title for the most powerful wizards of Ishgar, decided by the Chairman of the magic council."

"Yeah, but Phantom's master Jose is also one of the Ten Saints," Mira added. _And so is he…_ She thought of a certain scarred councilor. "Both of them are recognized as equals in power, being ranked sixth of all the Saints."

"The old man is scared just because Phantom got's a lot of members!" Gajeel shouted.

"It's not just that," Lyon said. "Gramps knows what would happen if our guilds fight, so he's avoiding if to protect the balance of the magical world."

"Is Phantom Lord really that powerful?" Levy asked.

"You bet," Mira said. "With our potentials balanced at the moment, a war between us would lead to the end of both Fairies and Phantoms."

"Besides their master, they have five S-Class wizards," Elfman added. "Each as manly as our S-Classes."

"They are known as the Elemental Five," The Exceed added. Levy turned to him in confusion. "It is in reference to the five classical elements of earth, fire, water, air, and aether."

"And the fiercest of the five is the Salamander Natsu, the Fire Dragon Slayer." Lyon finished. "We think he's the one responsible for attacking our guild."

"He's a Dragon Slayer, like Gajeel?!" Levy asked shocked. Gajeel grumbled at the thought of a maniac being compared to him. "Then does that mean, he eats fire?!"

* * *

Within a guildhall with a darker-atmosphere, a Salmon-haired wizard was middle of eating. A burning fire was in front of him, and he was scooping it up into his mouth.

"Hey Natsu," A hunchback wizard called out as he walked towards the hungry mage. "Great job attacking those wizards." Natsu just ignored him.

"Bet you crushed their spirits, huh." The man continued, clapping at the task. "Serves them right!" All of a sudden Natsu lit up his fist on fire and punched away the other wizard.

"Sorry," The Fire Dragon Slayer said. "But I don't want to be bothered when I'm eating."

"Congratulations, Natsu," A man with a witch hat and a long mustache said. "You set the wheels in motion."

"Did what you said, old man," Natsu responded. "Burn down their guild. Piece of cake."

"And the other task?" Jose asked. Natsu nodded,. "Found one Fairy to use." He scowled at the man. "But did I need to do the other thing?"

"Well Makarov wouldn't be lured out with just a broken Guild Hall," Jose smirked. "So we needed some more bait, as long as your target wasn't _that_ person-"

"It wasn't." Natsu grumbled.

"Then we get what we want, complete two missions, one recent and one almost a century old." Jose chuckled. "I wonder how he'll enjoy the present you left him."

* * *

The morning, at the southern entrance of Magnolia Park, the people of the town could only stare at the horrid sight in front of them.

"Move out of the way," Mira called out as she pushed through the crowd. However she stopped, when she and the other Fairy Tail wizards witness the travesty.

Crucified on the tree was Lucy Heartfillia. Her body was burned and scarred as if she went through a recent brawl. Her nine golden keys were imbedded into the bark as well, glowing with a torturing heat. A black mark consisting of a swirl and a single dot was scorched onto her waist.

"Oh god," Lyon stared in shock and anger.

"Lu-chan." Levy cried, horrified at what occurred to her friend. Gajeel was growling at the sight of an injured guildmate

Mira could only look at the mark with an unmatched fury. "Phantom Lord…"

The crowd moved away as Makarov marched towards the tree. He looked with a furious expression as he saw the injured Lucy. He placed a hand onto his face to hold back tears, then he spoke with an enraged voice.

"I could bear with Jose wrecking our shoddy bar, but no parent can remain silent after seeing their children's blood." He gripped his staff with such force it shattered. He turned to the rest of his children, with a serious look that never in their lives have they witnessed before.

"This." He proclaimed. "Means. War!"

* * *

In the Phantom Lord guild hall, its members were laughing at recent accomplishment.

"Thanks to the Salamander, those Fairies got burned!" One howled.

"I heard he even attacked one of those wimps." Another laughed.

"You guys know who's that person we're supposed to avoid hurting?" A third asked.

"Who cares, we just sent those Fairies with their Tails between their legs!"

"Hey, I need to get going to my job." A fourth Phantom said as he marched to the door. "If I threaten the client enough, I can double my reward!" Everyone laughed, but they stopped when the door broke apart and sent the wizards nearby crashing into the other side. Right where the door was stood a black-haired male with a familiar mark...

"Who is that?!"

Makarov stepped forward, his battle-ready expression matching that of his guild members behind him. "We are Fairy Tail!"

"What!" They shouted. Gajeel didn't give the Phantoms time to recover as jumped up and slammed an Iron Dragon Sword into the ground, scattering many of them.

"You bastards want a fight?!" He yelled. "Then come at us! All of you!"

The hundred of remaining Phantoms began to charge forwards, and the Fairies moved in to take take them head on.

"That's all you have!" Lyon shouted as he sent packs of ice-creations to claw and bite at them.

"Urrah!" Elfman activated Stone Arm and sent many of his enemies flying, while his sister Lisanna grabbed many from the sky in her harpy form and flung them back into the earth without mercy.

Nab and Vigetter worked in tandem to deal with a swarm of opponents. Macao and Wakaba used their magics to trap and pummel several foes. Cana activated myriads of spells with her cards to startle, then knock out many enemies. Jet and Droy worked together with their speed and plant magic as they vanquished the various Phantoms.

Erza and Mira used Purgatory Armor and Satan Soul respectively to cut down their opponents. Pantherlily used his battle form's strength to tear down entire squadrons of their foes. Alzack used his his Gun Magic to stun multiple phantoms, while his partner Bisca brought down many with her sniper shots.

"Don't bother with them!" A Phantom shouted. "Go for their master!" However, when the enemy mages began to charge at the old man, his eyes glowed as he grew to monstrous size, and smashed dozens under his palm.

"He's," A Phantom underneath him whimpered. "He's a monster!"

"You bastards brought this fight to the children of this monster!" The Fairy Master proclaimed in a menacing tone. "Don't think for a second you can be protected by human law!"

The remaining Phantoms looked at fear at the carnage brought upon them. How can they think that they can fight the monster of a master and his near unstoppable children?

"Somethings not right." Erza said to Mira as the two continue to knock out many phantoms. "None of the Elemental Five are here." She requipped into her Flame Empress armor

"You're right," Mira replied, as she transformed to Halaphas. "This is a full out war against their guild, they should be involved."

Meanwhile, Natsu was watching over the fight, unseen in the guild's rafter. "Huh, so that's the Titania and the She-Demon." He noticed. "But they're missing three other S-Classes. Those guys aren't bringing everything to the table."

The Fire Dragon Slayer grinned. "But they are pretty fierce. Kinda crazy Jose's plan is working. And these guys don't even know the real reason we're doing this."

* * *

Meanwhile, back in Magnolia, Levy was keeping watch over Lucy. The injured girl was placed in the town's hospital, and was now fast asleep.

"Lu-Chan." The Solid Script mage teared up. "What Phantom Lord did… was too cruel."

* * *

 _A while back, after Lullaby_

" _So is it true," Levy asked the Celestial mage. "You're writing a novel."_

 _Lucy closed herself. "Um, yeah, I didn't know it got out."_

" _I'm kind of a terrible writer myself," Levy said. "But I love to read. Could I read your novel sometime."_

" _N-no," Lucy replied, embarrassed. "It's not finished yet, and it's not something I can show."_

" _It's nothing to be embarrassed about," Lily inputted, not even bothered that he was eavesdropping. "Your short stories were entertaining when you were a child."_

" _Yeah, but telling stories and writing a novel are two different things."_

" _Well," Levy said. "they say that being an author is like exposing your bare butt in public." She noticed the confused expression on the Celestial Mage's face and continued. "I mean that you can't go far in either by being embarrassed."_

" _I guess you're right," Lucy replied, confidence restored. "Maybe I can show you." She blushed after realizing the possible meaning. "I meant a chapter from my story, not my butt!"_

" _That would be nice," The Solid Script mage smiled. "The chapter I mean."_

" _I can't show you the entire novel yet," Lucy said. "But I can promise that you'll be the first reader for each chapter." The two laughed merrily after that._

* * *

Tears appeared in Levy's eye from both the memory of the past and the tragedy of the present. "I won't forgive them for what they've done. I hope that Fairy Tail will give them hell."

Much later she stepped out of the hospital and walked down the streets. "I wish I could have gone with the others to fight Phantom Lord." She suddenly realized the sound of footsteps following her and turned around.

Behind her was a woman with pink hair. Her outfit was definitely peculiar, wearing a violet leotard, a red cloak, and brown earmuffs.

"Greetings." The woman said in a monotone expression. "I am Merudy."

"Uh," Levy tried to respond. "Hi?"

Merudy examined her before continuing to walk. "Hmm, you are of little interest."

"Okay," Levy stared. "What was that about?"

"Non, non, non." A strange call caused Merudy to stop walking. "Non, non, non." Levy looked at the ground and saw the cobble street beginning to bulge. "Non, non, non, non, non, non, non." The street burst as a green haired man with a monocle popped out from the ground. "Bonjour, with a 3-3-7 rhythm!" He faced the pink haired woman. "Monsieur Sol." She greeted.

"Madame Merudy," He replied. "You cannot just walk away from our mission. My monocle is telling me that the blue-hair petite is our precious cible."

Levy recognized the last word. "Target?"

Merudy examined the girl. "So she is Priority One, then?" Levy grabbed her pen and prepared to fight.

"Ah, we have yet to introduce ourselves." Sol said. "I am Monsieur Sol, and this is my comrade Merudy Keymon."

"We are two of Phantom Lord's Elemental Five."

"Phantom Lord," Levy growled. "You're the ones that attacked Lu-Chan!"

"Non, non, non! I would like to clear up a misunderstanding." Sol spoke out. "Monsieur Natsu was the one who wrecked the guild and hurt this femme you speak of."

"But it was done by Phantom authority. All of that," Merudy said as she charged a blue energy blade by her hand. "To acquire Priority One." Before Levy could react the female Phantom threw the blade and it phased into the Letter Mage's heart. Her eyes glowed before she fell unconscious, dropping her pen to the ground in the process.

"Mmm, tres bien!" Sol exclaimed. "Using Maguilty Sodom, and at her core, very harsh!"

"I have altered it in order to simplify stun her," Merudy explained. "After all, it is our mission to bring you back alive, Levy McGarden."

* * *

Back in the Phantom Guild Hall, the battle was still occurring with intense emotions circulating.

"Damn Fairies!" A Phantom Lord Wizard shouted. "Take this!" He prepared to swing his sword at the Fairies, but he was easily intercepted when his weapon was bit by a familiar wizard.

"Ghi hi hi!" Gajeel laughed as he swallowed the weapon. "You made a mistake bringing iron to this fight. Iron Dragon Roar!" His attack not only blasted that phantom mage, but many others as well.

"Ice Make: Tiger!" Lyon forged the beast and send to shred down many enemies.

"Ruah!" Erza roared as she slashed down the horde of foes in her purgatory armor.

"Hai-ya!" Mira, in generic Satan Soul, generated her Darkness Stream and shattered an armada of Phantoms. The two former rivals faced each other in glee. "Not bad." Erza complimented.

"You're no slouch yourself." Mira replied with a grin.

"Erza, Mira!" Makarov called out to them. "I'm leaving you two in charge here." He was climbing up the stairs to the second floor. "Jose is most likely up there, and I'm going to put him out of commission."

The knight nodded. "Alright then."

"Just be careful." Mira advised, then the two S-Classes flew off to terminate more enemies.

As Makarov broke down the massive doors on the second floor, Natsu was grinning as he watched from above. "Bout time," He said with glee. "With the old man gone, I can finally join the fighting!"

On the ground, Elfman was charging through Phantoms as his beast arm send them flying into the wall. "This is what a man about!" He yelled with fury.

"What's he even talking about?!" A Phantom shouted in confusion.

"That arm, he's a take-over wizard!" A second yelled. "He's Beast Arm Elfman, the Fairy Wizard that uses the souls of monsters he's defeated to transform his arm!"

A sudden crash then grabbed everyone's attention. Standing on the crushed guild sign was a salmon-haired wizard.

"It's the Salamander Natsu!" Wakaba proclaimed.

"So you're the guy that hurt Lucy!" Macao yelled, his hands already lit with purple fire.

"We can't let you get away with that!" Nab shouted as he and Vijeeter arrived. But all four were startled when the flames began flying from Macao's hands.

"Hey, quit goofing around!" Vijeeter yelled at the purple-flame mage.

"It's not me!" The purple-flame mage explained. "Something's pulling them against my will!" To their shock they soon realized the fire was being sucked into Natsu's mouth.

"Of course, he's a dragon slayer like Gajeel…" Erza realized. "Pull out!" Erza yelled at them. "You'll only make him stronger!"

Natsu wiped his mouth as he finished eating the fire. "Mmm, taste like licorice. Now that I got a fire in my belly, I can finally start!" He engulfed his fist with a burning hot fire as he punched where the four Fairies were, not only blasting them away but also many nearby Phantoms.

"Nab, Macao!" Lyon shouted.

"Wakaba, Vijeeter!" Alzack yelled in worry.

"Bastard also got his guildmates in the attack!" Jet shouted.

"You punks want a real fight?!" Natsu shouted with glee. "Here's the Salamander right here!"

"How bout you learn what a real man is like!" Elfman shouted as his arm became stone. Natsu, however, was able to block the punch by using his fire as a gauntlet around his arm.

"Not bad." Natsu complimented. "But not good either. Fire Dragon Iron Fist!" With his other arm, he sent a punch at the Beast-Soul Mage. Elfman dodged an attack twice, and was able to catch the third attack with his beast arm.

"All men must live strong." Elfman said calmly.

"Oh yeah," Natsu taunted. He engulfed himself in flame, creating enough energy to headbutt back the Take-over mage and even scorched nearby Phantoms.

"You bastard," Elfman growled as he stood despite the burns on him. "You attacked your own comrades!"

"Yeah, people then to get caught in the crossfire." Natsu prepared to send another Fire Dragon Iron Fist at the Fairy Tail Wizard, but he leaped back when an iron pillar crashed to where he was standing. However, he was unable to move quickly when Gajeel pulled back the Iron Dragon Club and prepared to punch him from above.

"Salamander!" Gajeel roared as he sent the Fire Dragon Slayer flying back, startling the latter and many Phantoms.

"You want a real fight?!" Gajeel challenged as Natsu got back on his fist. "Well I'm the Dragon Slayer of Fairy Tail!" The Iron Dragon turned to his guildmate. "Move back Elfboy, I'm fighting this bastard."

"You don't just get into a fight between men!" Elfman protested.

"Dragon Slayer, huh." Natsu brought his hands to his mouth. "Fire Dragon Roar!" He sent a pillar of flames straight at Gajeel, engulfing the Iron Dragon.

"Gajeel!" Lily called out in worry. But to everyone's surprise, Gajeel was running through the fire in his Iron Scale form, despite it being scorched a bit.

Gajeel punched at the Fire Dragon with a furious force. He didn't give Natsu a chance to recover as he continued to attack, leading to him transforming his hand into a number of small spears that repeatedly struck his enemy, sending him to the ceiling.

The other Fairies watched with pride, having great confidence in their own Dragon Slayer.

Natsu managed to stop himself by grabbing the rafter. "No way!" He grinned. "You're pretty tough, for a Fairy."

"Ghi hi," Gajeel laughed as he got into a fighting position. "Just a hello, from one Dragon to another."

"Well, I'm all fired up!" Natsu then sensed the Guild Hall shaking, the sound of thunder echoing the building.

"What the hell?!" He asked. The other Phantoms have expressions of fear, while the Fairies recognized the sound with joy.

"Things are getting ugly now." Lyon grinned.

"Master Makarov's Fury," Erza stated. "A Giant's Fury, they won't be able to stop."

"You better prepare yourself," Elfman said to the trembling Phantoms. "Cause a man like Master will be bringing us victory!"

* * *

Makarov broke down the door to an office, the magic radiating from his body shattering everything in the room from windows to furniture.

Waiting in a throne at the back of the room was a black haired man with long jet black hair, wearing an outfit consisting of bat wings and a witch's hat.

"Jose," Makarov growled. "What the hell were you thinking?!"

"Why, hello there Makarov-san," The man replied nonchalantly. "I haven't seen you in six years, at the regular meeting. The sake really affected me that day."

Makarov didn't say anything as he enlarged his fist and sent it at the Phantom master. "I'm not here to reminisce, Jose." But when he pulled back his fist, he was shock when Jose was not only unharmed, but also fickling…

"A hologram?!" Makarov shouted. "Are you that much of a coward?!"

"A battle between two Wizard Saints could lead to calamity. I prefer rational solutions."

The Fairy master growled at such a tactic. "And speaking of Wizard's Saints…" The light beneath Jose suddenly shifted to reveal a familiar figure.

"Levy?!" Makarov didn't take in the last statement as he was startled by one of his children being tied-up beneath his enemy. "Why?!"

Jose didn't answer as he pulled out a knife, ready to stab the blue-haired girl.

"No!" Makarov ran as fast as he could towards him, but he then sensed a magical presence behind him.

 _Shit!_ He thought as he turned his head and saw the heavy-set man wearing a large overcoat and a blindfold. _I didn't notice him coming!_

Tears suddenly began to flow from under the man's blindfold. "So…" He cried. "So...SAD!" The man blasted Makarov with an explosion of wind back into the wall.

"Now, now," Jose said as he dropped the knife to the ground. "There's no way we would kill Miss Levy, at least not yet." Makarov tried to enlarge himself, but found himself unable to use his magic.

"Did you really think you have the grandchild of one of us in your guild without me finding out?" Jose taunted. "At least our client can recognize her true value, now that it's no longer your business."

"It's so sad!" The blindfolded man cried as he redirected his winds to send Makarov down through the guild's levels. "The world now cries once more, with the lost of another great mage! It's so sad"

The sudden crashed stopped the battles on the first floor. The Fairies were now shocked at the fallen figure on the floor.

"Master!" Erza shouted. The Fairies looked in horror as they saw their master struggling to even breath, his skin sickly-green.

"My...magic…" He managed to let out. "It's...gone."

"It's over, Fairy Tail!" Jose shouted from above. "Without your master, there is no hope!"

 **And the war between Phantoms and Fairies intensifies. What do you guys think?**

 **Everyone:...**

 **Um, guys?**

 **Natsu: You made me attack the guild! And my guild mates! And Lucy! What is wrong with you?!**

 **Hey, it was inevitable. What did you think was going to happen?**

 **Lucy: Well, you could have broken it to him a little more gently!**

 **What was I supposed to say? "Hey, Natsu, since you're switched with Gajeel, you have to start out as a bad guys, which means you'll be hurting your comrades in canon, including Lucy, your best friend." How can I make** _ **that**_ **gentle?**

 **Gajeel: Mrmmm.**

 **Gajeel?**

 **Lily: He's, going through difficult recollection.**

 **Gajeel: … I hurted so many people... I hurt Levy… how can I be forgiven for that?**

 **Levy *Comforting him*: It's okay Gajeel, a lot of us forgave you for that. You're a better person now.**

 **Gajeel: ...how could I have done that…**

 **Oh, boy. That's not good.**

 **Meredy: ...Right, that seems, rough.**

 **Are you going ask why you and Juvia were switched.**

 **Meredy: Well, yeah, but with everyone feeling a bit gloomy, it might not seem the best time.**

 **Juvia: Juvia is curious as well.**

 **Well I switched the two of you because you started out as cold and emotionless enemies before becoming energetic and friendly.**

 **Meredy: Wait a minute, you said that pairings will be switched.**

 **Um, yeah. Mostly for main characters, and only if the situation is right.**

 **Meredy: Gray was switched with Lyon, and Juvia was switched with me. Since Gray and Juvia are paired together, then that means…**

 **Yup.**

 **Lyon and Meredy: I'm paired with her/him!**

 **What, I like Lyredy.**

 **Gray: Heh heh, you guys should look at your faces.**

 **Juvia: Juvia finds it reasonable, didn't Lyon-sama called Meredy-san cute during the Battle of Alverez.**

 **Well we fans have been shipping those two** _ **long**_ **before that. Anyone folks, leave reviews, favorite and/or follow. Hopefully our Dragon Slayers will be feeling better soon.**


	16. Levy McGarden

**Wow, things have been hectic, huh. Chapter 500, anyone.**

 **Gray*growling*: Yeah. *Faces Natsu* Were you ever going to tell us that you were END?**

 **Natsu: Hey, it's none of your business!**

 **Gray: I vowed to destroy END, and you're my guild mate, of course it's my buisness**

 **Well at least Juvia is alive. Anyway, while canon celebrates its five-hundredth issue, I can celebrate my 15th chapter (Excluding the omake).**

 **And this chapter has a lot to celebrate. For favoriting and following this story, I want to thank M2SULLIVAN and Yoshi Otaku. And I want to thank to respond to the reviews of Lancelot, shadowwolf1997, Circe, prettylittlewitch, OneWhoCharms, Cinder Fall 39, and Johnny Spectre.**

 **First off, I'm glad all you guys enjoyed that chapter. There's more to come for this intense arc.**

 **Natsu*mumbling*: I'm not enjoying it.**

 **Yeah, there's nothing I can do for you there. To Circe, prettylittlewitch, and OneWhoCharms, glad you are enjoying my pairing choice. Even though the two lovebirds aren't…**

 **Merudy: It's not even canon!**

 **So are Bixanna, Rogura, and Rowen, but I still ship them. And I'm proud of it.**

 **Lyon: Wait! Ultear's practically my sister, and Merudy's her kid. So that makes her my niece, which makes it incense.**

 **Well, she's not Ultear's kid here. Plus both of you are adopted and are in different generations, so it's allowed. Also to OneWhoCharms, great you enjoy my inclusion of the other characters. The switchies shouldn't be hogging all the spotlight.**

 **And to Johnny Spectre, yeah Happy will be in Edolas, but he'll be more, Happy, than competent. Basically, he won't be an Edolas captain. For many reasons including the fact no army would recruit a six-years old.**

 **Happy: Hey, I can be a great captain!**

 **Carla: You want to work for the same group that transformed people and Exceeds into Lacrimas?**

 **Happy: ...No**

* * *

 **Time for us to find out why Levy is being targeted. Speaking of Levy, it's her turn to do the disclaimer.**

 **Levy: So what exactly is the reason?**

 **Be patient, you'll find out soon.**

 **Levy: Alright then, DigiXBot does not own Fairy Tail, Mashima-san does**

* * *

 **Levy McGarden**

 _The sudden crashed stopped the battles on the first floor. The Fairies were now shocked at the fallen figure on the floor._

" _Master!" Erza shouted. The Fairies looked in horror as they saw their master struggling to even breath, his skin green with an intense sickness._

" _My...magic…" He managed to let out. "It's...gone."_

" _It's over, Fairy Tail!" Jose shouted from above. "Without your master, there is no hope!"_

* * *

"Aria," Jose commanded the blindfolded man. "Finish him off."

Aria leaped down to the first floor, his landing sending a shockwave that blasted away the Fairies trying to save their Master.

"It is so sad!" He cried as he raised his hands over the struggling Makarov. "To attack such a powerful wizard while he is down!"

"No!" Mira yelled as she used her Satan Soul to speed between Aria and Makarov. Because of this, Aria's attack reached her instead. She screamed as she felt her magic being drained from her, her Satan Soul soon reverted.

"Nee-San!" Elfman shouted in horror. He grabbed a nearby table and threw it at the Elemental Mage. Aria had to stop the draining in order to destroy the incoming projectile, but it was enough for a flash of orange to pull away the fallen wizards.

"Got them!" Jet said as he brought the two to Elfman, while Erza and Lisanna ran towards them.

"Mira-nee!" Lisanna cried as she held tightly to her unconscious sister. "Stay with us, don't go!"

"I," Erza began to feel the fear of the situation as she checked Makarov's vital. "I can't feel his magic! It's actually gone!"

"No way!" Jet questioned. "How can our master be defeated?!"

Meanwhile the Phantoms were in joy at the weakened state of their enemies. "Their master is now just an old man!" One cheered.

"And one of their S-Classes is out too!" A second added. "Things are looking up for us!"

"Let's crush them!" The Phantoms charged at the shakened Fairies, injuring many in their rampage, including Reedus and Laki.

"Fuck!" Gajeel shouted as he slashed at the mob, though even he was tiring. "How can this be happening?!"

 _Even if our battle strength weakened, we could still go on._ Erza thought. _But with our weakened moral, we'll simply fall at this state._

"Erza," Elfman asked as he carried the comatose Makarov and Mira. "What do we do?"

The knight stood up and shouted to her guildmates. "We must retreat to Magnolia! Bring any that are injured!"

"What!" Gajeel shouted.

"No way!" Lyon protested. They and the other Fairy Tail wizards continued to say they can still fight.

"Without Master, we can't defeat Jose!" Erza shouted. "We are retreating, that's an order!"

"Aww," Natsu whined as he watched from above on the rafters. "They're leaving now. I really wanted to fight that Metal Face bastard."

"Sorrowful…" Natsu turned his head and saw Aria standing next to him.

"Man, Aria, didn't know you can take down their Master."

"Yes, as part of Master Jose's plan," Aria stated, then he began to cry. "It was wonderful!"

"Aw, don't go crying over everything, ya weirdo!" Natsu said. "Did we even captured that Levy girl?"

Gajeel stopped rushing to his guildmates as soon as he heard his friend's name. "She is now confined at our 'headquarters.'" Aria answered.

"What?!" Gajeel yelled in shock. Lily flew to him in his smaller form. "What's going on Gajeel!" Gajeel ignored him as he glared up at the two Phantoms. "Salamander!"

Natsu grinned. "Ready for another round?" An arm blocked him from engaging the Iron Dragon.

"No Natsu," Aria explained. "We must retreat now." A cyclone of wind surrounded him and the disgruntled Fire Dragon, then it faded to reveal them gone.

"No!" Gajeel screamed.

"What is going on?!" Lily questioned. Gajeel clenched his fist. "Those bastards got Levy!" He growled, as the Exceed could only react in shock.

"Everyone, move!" Erza led the Fairy Tail wizards out to where the Guild's entrance was.

"How can you say that?!" Lyon questioned. "We have to avenge Lucy and Mira and-" He was stopped when Erza grabbed his shoulder.

"Please…" Erza said, and he could see the sorrow in her eyes. "Master's loss was too devastating, we have to retreat for now."

Lyon relented, and the two joined the others leaving the guild hall.

"We're not letting you get away, Fairy Tail!" A porcupine haired Phantom shouted as he and his guildmates continued to chase their enemies. However, no one noticed him being grabbed by the two remaining Fairies.

"You're coming with us." Gajeel growled at the frightened wizard, and he and Lily carried him outside the hall. Gajeel slammed the Phantom onto a nearby rock and activated his Iron Dragon Sword.

"Tell us now," Lily commanded their prisoner. "Where. Is. Levy?"

"I-" The man stuttered. "I don't know w-who that is." Gajeel growled, and in the blink of an eye he brought down his sword. The Phantom's scream reverberated the area as he held onto his bleeding hand, looking in horror at his hacked off thumb on the dirt.

"I'm not a patient person," Gajeel snarled, raising his arm-sword to the man's neck. "So speak up, or you'll be losing more than a finger."

The man was now crying. "I really don't know who that person is. But," The Phantom began as he saw the two Fairies losing patients. "If Phantom Lord took any prisoners, they would be brought to our 'headquarters,'" He pointed to a nearby hill with his uninjured hand. "on the hill straight ahead!"

Gajeel analyzed the man for a second, then reverted his arm. "Come on, Lily." He and his partner left their injured prisoner and ran to the "headquarters."

* * *

Meanwhile, in a damp cell, Levy began to stir awake and became shook at her location. The cell had only a large open window to the side and a steel door that stood sturdily.

"Where am I?!" She asked. She tried to move her arms, but she discovered they were tied behind her back. "What's going on?!" She shouted as she sat up straight.

"Ah, you're awake, miss McGarden." The Solid Script mage turned and saw a face behind the grate on the prison door.

"Who are you?!"

The man opened the door and introduced himself. "I am Jose, the master of Phantom Lord."

"Phantom Lord," Levy glared, remembering her capture by his agents. "Why am I here?! Why did you hurt Lu-chan and the others?!"

"I asked that you try to behave, if you want to be treated as a VIP instead as a captive."

"What do you mean?" Levy questioned, but she squirmed to the side when she saw a centipede about to crawl on her.

"See, you don't want to be here." Jose said smugly. "After all, a Wizard Saint like myself would not want to see you in such a situation."

"What are you talking about?"

"Don't pretend, I know that you are Levy McGarden, granddaughter of the deceased Wizard Saint Joseph McGarden, may he rest in peace." He smirked at the startled expression of the girl.

"How did you know that?" She asked.

"Given my guild's rivalry with Fairy Tail, I tend to keep an eye on all incoming members, making sure they don't become a shift in the balance of power between us. Though I don't know why you never revealed your heritage to your guildmates. Don't tell me you're ashamed of it."

Levy scowled. "I don't have to explain my reasons to a man like you. Is this really why you attacked us and kidnapped me, you thought I would give Fairy Tail that much of an advantage just because who my Grandfather is?"

Jose laughed. "I doubt you are that powerful girl." He smirked at the irritated girl. "Attacking Fairy Tail was an extra, though the reason for capturing you is definitely a step in that plan. Although I like to think that obtaining you is really a more of a noble intention."

Levy raised an eyebrow. "What are you even talking about?"

"Oh, nothing more than reuniting lost lovers…"

"Quit talking in riddles and answer me!"

"Does the name Thomas Ore mean anything to you," Levy paled at the statement. "Of course a young woman would have to know the name of her fiance."

"I'm not his fiance!" Levy shouted. "There's no way I would marry that bastard!"

"Really," Jose chuckled. "Because that's not what the betrothal contract between the two of you says, you know, the one signed by your Grandfather.

"And anyway, supporting this holy union is a helpful measure. He wants reassurance of trusting and joining this guild, and what better way is there than reuniting him with his bethroned."

Levy growled as the Phantom Master laughed. She suddenly began to squirm. "I need to use the bathroom."

"Nice try," Jose replied, crossing his arms. "But I'm not falling for such a classic excuse."

"But I really have to go." She begged

He pointed at a nearby bucket. "Go ahead, then." Levy stared at the bucket in disgust, but she got up and stood over the bucket. She then prepared to pull down her pants…

"You're actually going to do it?!" Jose yelled. He quickly turned around. "Well, you should at least learned from Joseph that we Saints are gentlemen, you shameless-agh!"

He never finished as Levy kicked the man from behind, right in his crotch. The intense pain caused him to collapse onto the floor.

"You may be a Wizard Saint," Levy said coldly. "But you can never be even a tenth of the man my Grandfather was." She ran to the window, but she stopped at the ledge when she looked outside. The cell was actually eight stories off the ground.

"What a pity," Jose groaned as he attempted to get up. "There's no escape from the sky prison. He stood up and struggle to march towards the girl, cornering her by the massive fall.

"You little brat!" He began to reach out to grab her, now fear was growing in her…

" _Running away, weed?" A young voice taunted her. "Going to hide behind those books as always?"_

She pushed that memory away and looked down at the ground, seemingly distant as the bottom of the ocean, but she heard a familiar sound. "I'm going to teach you the cruelty of a Phantom!" Jose shouted.

Levy closed her eyes, then leaned back. Before Jose could grab her, she fell off the ledge and began plummeting to the Earth.

"What!" Jose shouted, then collapsed on the floor in shock.

 _I heard his voice,_ Levy thought. _He's nearby…_

She screamed at the top of her lungs. "Gajeel!"

A black blur began to rapidly climb up the tower, then leaped off it to fall at the same rate as Levy. It quickly grabbed her, then…

"Iron Dragon Sword!" The sword extended from Gajeel's shoulder into the structure, causing them to slow down. By the time the sword pulled away, Gajeel and Levy were only a few feet above the ground, and they safely landed with Levy resting on the Dragon Slayer's chest.

"Dammit Shrimp," Gajeel grumbled worriedly. "What were you thinking, jumping off that tower."

"I knew that you were here," She smiled. "That you wouldn't let me die."

"Course I wouldn't," Gajeel grinned as the two sat up straight.

"Are you two okay?" Lily asked as he flew to them.

"Yeah…" Levy answered as Gajeel untied the rope tying up her arms. "Sort of."

Lily sighed in relief. "Thank goodness, now we can head back to guild."

"Are you kidding?" Gajeel questioned as he stood up. "We're at their headquarters, we can finish them off!"

"Erza has commanded us to retreat." The Exceed protested.

"So, Titania's just scared! We can take these guys on our own!"

"Have you lost it?! Not only are many of our guildmates injured, but Master and Mira had their magic drained! None of us are ready for battle!"

As the two continued to bicker, realization hit the Solid Script mage.

 _Our Guildhall, Lu-Chan, and now Master and Mira._ Tears began to flow out of her eyes. "I'm sorry…"

Gajeel and Lily stopped arguing when they heard their teammate crying. "Levy?" Gajeel asked, concerned.

"It's my fault…" She faced them. "But I still want to stay at the guild… I love Fairy Tail. I don't want to leave."

Gajeel was startled by her statement. "H-hey, who said anything about not staying? What's wrong, why are you upset?"

"Gajeel," Lily said solemnly. "We need to head back to the guild. We can ask more there."

Gajeel sighed. "Yeah, you're probably right." As the three left for home, Jose watched with fury.

"That bitch!" Jose growled. "She and her guild, will pay with their blood!"

* * *

In the forest nearby Magnolia, rested a house built into a tree. Inside the house, the elder healer Porlyusica was preparing a remedy. Two beds were occupied with Makarov and Mira each, both still comatose after their encounter with Aria

Alzack, Bisca, Elfman, and Lisanna were also in the house, worrying greatly for their injured comrades. Porlyusica placed the concoction on a table and walked to where Makarov laid…

And then slapped the elder wizard.

"Hey!" Elfman yelled

"What are you doing to our mast- I mean the patient?!" Bisca asked.

"Are you going to that to Mira-nee too?!" Lisanna questioned.

"Pipe down, all of you," Porlyusica replied sternly. "He rushed into battle without considering his own age. He deserved that for being too rash." She faced the four in irritation. "How long are you going to be here?!" She shouted. "Just go home already!"

"We-we're just worried about Master and Mira." Alzack replied.

"We just want to make sure they're okay." Lisanna added.

"No," The healer said. "You being here is rubbing salt in their wounds with those worried expressions.

"What these two went through is a wind-magic spell known as 'drain,' a dreadful magic that depletes the target's magic and release it into the air, eventually disappearing.

"The girl could wake up soon, since she was pulled away quickly before Drain could be completed, but Makarov faced the full act. If we could gather his magic as it was floating around him, he could recover quickly, but now it is too late."

"Is that so?" Alzack asked.

"We'll tell everyone then." Bisca said.

"What are you still doing here?!" Porlyusica yelled.

"Didn't you want us to hear you out?" Elfman asked nervously. The healer responded by grabbing her broom and swinging it furiously at the four. "Go home already! You humans stink!" The four Fairies quickly ran back to their guild hall.

After they left, she sighed as she put down the broom and watched the old master with concern. "Still causing trouble after all these years. We both know that magic is part of a wizard's life source. A powerful mage will therefore face more pain from Drain. If you don't try your best, you could die."

* * *

"Man," Alzack said as the four returned to their Guild. "Erza not going to like this."

Lisanna turned to her brother, who had a burden of emotions on his back. "Elf-nii-chan?"

The older Take-Over Mage regained focus and faced his sister. "Yeah, sis?"

"Are you okay?"

"Y-yeah, just worried about Gramps and Nee-San like the rest of you guys." He covered. "Nothing to worry about."

This did not reassure his sister. _It's more than that._ She thought. _Seeing Mira-nee like that, it must have reminded him of_ that _night. What happen was an accident, yet the guilt is still eating him from the inside._

When the four entered the ruined guild hall's basement, they saw their guild mates hard at work. Many were treating each other's injuries from the earlier fight, while others were preparing for a second attack with plans and maps.

"Glad you four made it." Erza said as she came to them. "How are they?"

"They're still alive," Bisca answered. "But it will take a while for them to recover, much longer for Master."

Erza sighed heavily. "I see. I'm afraid I must inform you of more unsettling news. We suspect that Levy was kidnapped, most likely from Phantom Lord."

"What?!" The four shouted.

"Why would they go after her?" Lisanna asked in fear.

"We have no idea. We checked both her apartment and where Lucy is," Lyon said as he walked towards them. "When we sent Jet to look all over, he found her pen in an alley."

Lisanna gasped while Alzack and Bisca could only look in shook. "Those unmanly Phantoms!" Elfman growled. "What do they think they are, taking a hostage like that!"

"Do you think that Gajeel and Lily went looking for her?" Alzack asked.

"It would explain why they didn't return with us." Erza said. "Our hope lies with them."

"Speak of the devil and the devil may come," Cana stated. Before the others could ask her what she meant, they saw Gajeel, Lily, and Levy coming down the stairs.

"You're okay!" Lisanna sighed with relief.

"Thank goodness." Lyon said

"Was there any trouble?" Erza asked with concern.

"None during the rescue," Lily answered. "but…" He didn't have to explain more, because the solemn expression of the three answered everything.

Erza sighed. "Very well, you three can talk with Lyon, Elfman, and Lisanna. I need to speak with Alzack and Bisca about our ammunition." As she and the two gunners went off and Cana went back to her cards, the remaining six went to a table to talk.

"So what exactly you guys wanted to talk about?" Lyon asked. Levy frowned, but she soon explained everything. She told them about what she learned from Jose when captured. She left out the part of who her Grandfather was, seeing that it would only bring more questions. When she finished, everyone was shocked.

"Man, Levy," Lyon replied sympathetically. "You've definitely been through a lot."

"So this Thomas guy is really claiming that your his," Lisanna swallowed. "Finance." She couldn't believe Levy would be engaged to someone that would go to such length to capture her.

"Unfortunately, yes," Levy scowled. "By law anyway."

"By law?" Gajeel asked.

"Wealthy families tend to have their children set to marry by having the guardians of the children sign a contract that officiates the marriage." Lily answered. "I have heard of this Thomas Ore, he controls a large amount of the mining industry."

"I heard rumors that he even got contacts in the underworld," Elfman added. "Wouldn't be difficult for that guy to get the contract with Phantom Lord."

"How the hell you got engaged to this prick?" Gajeel asked Levy.

"My Grandfather signed the contract," She said. "But not by his free will."

"What do you mean?" Lisanna asked.

"I found out about this contract a few days after he died in an accident, at least officially. However, what got my attention was that the contract was signed less than a week before his death."

The gears began turning in the other Fairies as they realize his truth. "Then that means," Lily realized. "That this Ore character must have forced your grandfather to sign the betrothal, then have him killed to prevent it from being revoked."

"When I came to that conclusion, I left from home as quickly as I could." Levy said. But tears began to appear in her eyes. "But all the good that did. I brought my problems with me and you guys suffered the consequences. If I wasn't such a coward-"

"No." Gajeel interrupted. "If you were a coward, you would have stayed and accepted that fucking contact for what it is. You left because you couldn't accept what that punk did." He smiled. "That's pretty brave in our book."

"Phantom Lord was going to attack us sooner or later." Lyon said. "But now we have another good reason to fight back. No one's taking you away"

"You guys aren't mad at me?" Levy asked worried.

"You're a member of Fairy Tail, Levy," Lisanna replied. "This is your home."

"And if anyone says otherwise," Gajeel grinned. "We'll give them hell."

After feeling grim for what felt like forever, Levy managed to smile. "Thanks Gajeel."

* * *

The information from that conversation managed to spread all over the guild. Everyone has now added another reason to fight Phantom Lord: To protect Levy from being taken from them.

Cana groaned as she checked her cards on the table. She flipped one over, hoping for an answer to use. When she came with none, she threw the cards into the air. "Dammit! I can't find either Mystogan or Gildart!" She sighed as she faced Erza, who was talking to a communication lacrima. "At least we told our mobile members like Max and Warren what's happening. Problem is they won't be back for weeks. And with Levy as the target, Phantom Lord will be coming too soon. We're in a real tight spot."

"I see," Erza nodded before returning to the lacrima. "I hope you heard that. With Master and Mira out, we only have two S-Classes ready. Myself, and you, Jellal."

The blue-haired man on the lacrima scowled. "I see. The old man should have done something about Phantom Lord year ago, and now look where that got him."

"Are you going to help or not?" Erza scowled.

Jellal sighed. "Unfortunately, my team and I are more than two weeks away. However, we have located some of Phantom Lord's bases and are planning to eliminate them."

"I see, very well then."

"Jellal-sama." A second voice from the lacrima called from behind Jellal. "We found another base. Shall we destroy this one?"

Jellal nodded to figure. "We will, Freed." He faced back to Erza. "I must go, make sure the Guild is still standing when I get back." The lacrima turned off as the connection ended.

"Wow," Cana said, amazed. "Seem's like Jellal does have a heart."

"Do not think so," Erza replied sternly. "He just wants a guild to control when he gets back."

"Guess you're right," Cana replied, though she still stared at the knight, long enough to get her attention. "What?"

"It's still weird seeing you and Jellal so harsh to each other. I mean, you two were best of buddies as kids…"

"That was years ago," Erza interrupted. "He'd changed during that time. But that doesn't matter. We can't let Phantom Lord captured Levy again." Suddenly the guild began to shake. The rumbling sound was heard by everyone as they tried to figure out what happened.

"Guys!" Alzack shouted as he came from the first floor. "You need to see this!"

Everyone came outside and saw a large building above the sea. However, it was marching towards them across the body of water using six segmented stone legs coming from it's sides. Its fast approach brought fear and shock to many of the Fairy Tail Wizards.

"Phantom Lord," Erza said with worry. "Has a walking headquarters?!"

"I never imagine they would attack us like this." Lily stared in horror at the monstrosity. The building set itself down in the shallow coast in front of Fairy Tail. A central tower opened up, revealing a massive cannon aimed right at the guild.

"Everyone get down!" Erza commanded, and her guildmates took a cautious step back away from the weapon.

"What the hell is that?!" Gajeel shouted.

"It's a magic conversion cannon." Lyon recognized, then he paled. "They're going to blow our guild right out of the ground!" A sphere of black energy began to accumulate at the tip of the cannon.

To everyone's shock, Erza began running towards to cannon. "Requip: Adamantine Armor!" Her normal armor was replaced with a bulky blue-and-white armor, with two large guards coming from her gauntlets.

"That Adamantine Armor!" Lily stated in shock.

"The armor known for the highest defenses," Nab said. "But not even that could be enough!"

"Erza!" Lyon tried to ran to stop her, but Gajeel pulled him back.

"We just gotta believe in her, Lyon!" He shouted

"Can she even do it?" Levy asked.

"Listen all of you!" Erza called out. "No matter what happens, you must fight to victory! So many of our guildmates have been hurt by Phantom Lord, whether physically or emotionally. Avenge them with the lives of those Phantoms!"

The energy from the cannon was launched and began racing towards the guild hall. Erza brought the guards together to form a massive shield that took on the attack. Erza screamed as she held on, and the collision caused a bright light that surrounded everyone.

When it faded, the guild members were relieved that they and their Guild Hall was safe, but that relief faded when they saw that Erza's armor has been destroyed, leaving the knight unconscious.

"No!" Cana screamed as she and Lyon raced to the Titania, pulling her out of the shattered armor.

"She did it," Lyon said amazed. "She managed to stop the cannon."

"Yeah, but at what cost," Cana said. "She was lucky that she survived."

"Oh, what a shame!" The amplified voice of Jose was released from the Phantom hall. "First Makarov, then Mirajane, and now Erza. Unless the remaining three are hiding nearby, it seems you are out of S-Classes to throw at me." An atmosphere of fury was being generated from the Fairy Tail Wizards.

"You don't stand a chance," Jose continued. "If you wish to live, then hand over Levy McGarden immediately."

"Like hell we would!" Alzack shouted.

"What kinda guild just gives a nakama to an enemy?!" Bisca yelled.

"Levy is one of us!" Macao shouted.

Soon every Fairy Tail wizard was shouting in defense for Levy. While this brought some joy to the Solid Script mage, it was quickly buried by the guilt she felt.

"I ask one more time," Jose said impatiently. "Hand her over."

"We rather die than give her up!" Gajeel roared, and every Fairy Tail member cheered in response. "We're taking you down, Phantoms!"

"I see…" Came Jose's voice. "Then we will launch an even bigger and stronger Jupiter! And you will face 15 minutes of terror before it reloads!"

"Dammit," Lyon cursed as fear was reverberating among most of the Fairies. "The first one was too much for Erza. There's no way we can stand against a second!"

The doors of the Phantom hall opened, and an army of swordsmen wearing hoods and robes came out, ready to swarm the Fairies.

"More soldiers?!" A Fairy shouted.

"He's not giving us any mercy!"

"You have two choices, Fairy Tail," Jose cried out. "Be killed by my soldiers, or be burned by Jupiter!"

"He's really going to kill his own soldiers to finish us!"

"He will," Cana answered. "That's Jose's magic, Shade Ghost. They're not human, just ghost soldiers created to keep us busy. We need to take down that cannon."

"Leave that to us!" Gajeel said as he and Lily marched forward.

"You sure about this?"

The Dragon Slayer grinned. " Fifteen minutes, that's more than enough time!" Lily grabbed Gajeel, then the two flew towards the Phantom hall.

"Elfman!" Lyon called to his guild mate. "We're going too!"

"Alright!"

"Take this!" Cana quickly tossed them a card. "We need to keep in contact." Lyon caught the card and placed it in his pocket, and he and Elfman ran towards the headquarters.

"Everyone else will hold up the defenses." Cana declared, then she turned to her guild mates. "Get ready guys, cause this is the fight to finish!" Everyone raised their fists, all ready to enter the fight.

"Levy, come with me." Lisanna grabbed the Solid Script mage's hand and pull her away from the fight.

"What-"

"There's a hideout near by," The take-over mage explained. "Right now we need to get you to safety."

"No!" Levy protested, pulling her hand away. "Everyone's doing their part for this war! This fight is my fault, I have to help end it!"

"No, Levy," Lisanna replied. "No one thinks it's your fault. We're fighting for our fallen comrades, our guild hall, and for your safety. Everyone's giving their all."

"But-"

"I'm sorry for this." Lisanna apologized, before throwing some dust into Levy's face. The Solid Script mage couldn't comprehend what happened before falling asleep.

Lisanna caught the unconscious girl and turned to three Fairies. "Reedus, Jet, Droy," She said. "I need you three to take Levy to the hideout!"

"Oui!" Reedus painted a horse and his stomach, which then materialized into a real version with his Picto magic.

"Sure you don't need us here?" Jet asked in concern.

"Phantom Lord wants Fairy Tail off the map," Lisanna answered. "But they also want Levy captured at any risk. We can't let them get to her."

"We'll keep her safe." Droy replied as he and Jet carried Levy into the Carriage. Once the three were inside, Reedus got into the driver seat and have the horses ride off.

 _This war has gone beyond what we expected._ Lisanna thought as she transformed into a cat-form and ran back to the others. _But I hope the others can stop Jupiter in time, for Levy's sake, and for everyone else's._ She quickly joined her guild mates in the fight against the phantoms, in what would be a final battle in a century-long rivalry.

 **The war between Fairies and Phantom has now begun, one can only guess where it will-**

 **Mira:Ah hem.**

 **Um, yeah Mira?**

 **Mira: How come I was taken out so easily?**

 **Just something to increase the tension of the war, you'll be back soon.**

 **Levy: And the evil-fiance thing?**

 **I need it to be different that canon. Besides, its original from the rich-dad-kidnapping-runaway-child?**

 **Gajeel: Yeah, cause your idea is** _ **completely**_ **original.**

 **Oh yeah, name one other occurrence!**

 **Lyon: Titanic.**

 **...Never mind. Anyway, leave a review, and give your support for this story. I may not get paid for this, but I do spend a lot of time and brainpower.**

 **Natsu: Aren't you just rewriting the same story…**

 **I put time and effort to make noticeable changes, okay!**


	17. Warriors of Water, Memories in Earth

**Hey, folks, it's time for another chapter of Alternate Tail. I want to welcome askhernotme to our family of Alternate Tail followers and favorite-tiers. I like to thank askhernotme, Lancelot Du Loc, Cinder Fall 39, and OneWhoCharm for their reviews.**

 **To askhernotme, glad you are enjoying this story. I hope that discovering this was engaging for you.**

 **Don't worry Lancelot, I won't be dragging the ships out too long. A few might emerge sooner than expected, but most may appear near the end. Also, they will be a lot of Gajevy moments in this story.**

 **Gajeel: What the hell's Gajevy?**

 **Levy *Blushing* : Um…**

 **To Cinder, glad you like my twist. I didn't expect anyone to actually search up my OC. They'll be a lot of OC appearing to take the place of a few villains. In fact, one will be appearing in this chapter. Also, the battle between Natsu and Gajeel will be intense!**

 **Natsu: I'm all fire up!**

 **Gajeel: Ghi hi, let's start it already.**

 **Easy there guys, we have a lot of fights to go through.**

 **And speaking of which, to OneWhoCharms, they'll be a lot of intense battles going on. Two intense battles, one new and one old, are going to appear in this chapter. Hope you're excited, cause things are going to get rocking**

* * *

 **Okay, for this chapter I'm having Pantherlily and Elfman do the disclaimer, since they have big roles here. Guys?**

 **Lily: Not a problem. DigiXBot does not own the rights to Fairy Tail.**

 **Elfman: Hiro Mashima, who's a real man, owns Fairy Tail, because he's the one who wrote a man's story! If DigiXBot owned Fairy Tail, then he could write an even manlier story!**

 **...I wonder if it's possible to get aneurysm from a disclaimer. And if it is, can I get one now.**

* * *

 **Katana of Water, Memories in Earth**

 _The Dragon Slayer grinned. " Fifteen minutes, that's more than enough time!" Lily grabbed Gajeel, then the two flew towards the Phantom hall._

" _Elfman!" Lyon called to his guild mate. "We're going too!"_

" _Alright!" The two raced across the battlefield towards the structure..._

" _I'm sorry for this." Lisanna apologized, before throwing some dust into Levy's face. The Solid Script mage couldn't comprehend what happened before falling asleep._

 _Lisanna caught the unconscious girl and turned to three Fairies. "Reedus, Jet, Droy," She said. "I need you three to take Levy to the hideout."..._

 _She quickly joined her guild mates in the fight against the phantoms, in what would be a final battle in a century-long rivalry._

* * *

"There it is," Lily said as he and Gajeel approached the Phantom headquarters. "Given the energy it must release, we must assume the cannon is extremely resilient."

"Then we'll just have to blow Jupiter from the inside." Gajeel said. The two flew into the cannon and came out in a small room, where a giant black lacrima connected to large wires was in place.

"That lacrima must be used to gather magic energy before releasing it." Lily said as he dropped Gajeel onto the floor.

"Who cares, let's end this! Iron Dragon Club!" However, a shield of water blocked the attack from reaching the lacrima. "What the hell!"

Landing on the lacrima was a man wearing a dark blue ninja uniform, with a black belt tied around his waist, and a black Phantom mark was on the chest. His face was nearly covered in a mask, while he had a large gourd on his back. The water returned straight into his gourd.

"The mighty Black Steel," The ninja said. "You really think you can get in our way?"

Gajeel growled as his partner transformed to his battle form. "Who the hell are you?" The Dragon Slayer questioned.

The ninja pointed to himself and answered."I am Pinyin, the Elemental of Water." He jumped onto the floor. "My current washes away my enemies."

"We don't have much time Gajeel," Lily said as he pulled out his sword. "Only nine minutes till Jupiter launches"

"We can destroy that cannon," Gajeel answered. "We just have to send waterboy out of the way."

"Have I not told you," Pinyin responded. "You shall not get past me."

Gajeel and Lily charged at their enemy, But gallons of water left Pinyin's gourd and were molded into human form, both holding their own swords of water. They managed to stop the two fairies' assult with their weapons. The two warriors fought at them with their own blades, but each fight was in stalemate as the water-constructs countered them.

"7 minutes to Jupiter launch." A voice announced.

"Dammit!" Gajeel cursed as he cut down his opponent. "We don't have time for this!" He jumped into the air and prepared to land onto Pinyin. "Iron Dragon Hard Fist!"

But when he made contact, the ninja collapsed into a puddle of water. "The hell?!"

"Ocean Art 7:" Pinyin stated as he appeared behind him, his hands crossed over each other. "Wave Trap!" The water beneath Gajeel rose up and swallowed him into a sphere of water. Gajeel struggled to breath as he found himself unable to escape.

"Gajeel!" Lily slashed down the water-warrior in front of him and rushed to reach to partner, but a river of water flowed in the air in front of him and blocked his path.

"It seems you are in a conundrum." Pinyin mocked as he easily walked through his construct. "Either save your comrade before he loses his breath, or stop Jupiter before it destroys your guild. But in any case," The Elemental's eyes now carried pride and bloodlust. "You would first has to get past me."

"So be it!" Lily flew up and prepared to fly over Pinyin to the lacrima. The ninja, however, raised his hand and said "Ocean Art 4: Aquatic Web!" The river broke apart and became a series of spears that striked in nearly every direction. The Exceed reverted his body and his sword to their smaller states and nimbly dodged each attack.

The lacrima began to crackle as the magic inside began to be visibly concentrated. "5 minutes to launch."

"Our skills are simply matched now." Pinyin stated as he watched the Exceed fly. "There's no chance of any of us winning soon."

"Don't jump to conclusions yet!" Lily said as he flew past the webs and prepared to stab his sword into the Phantom. Pinyin attempted to move away, but Lily enlarged his own weapon at the last second to slash off the water gourd off the ninja's back. He then grabbed the gourd and threw it into the cannon piece, far from enemy reach.

"Not much water left to use now." The Exceed stated calmly as he landed on the ground.

"You took out more than half of my supply." Pinyin said irritatedly. "Rather impressive, your battle style is not that of a Fairy trash, but more of a military dog. Why is that?"

Lily remained calm as he turned back to his battle form and raised his sword. "How I fight is off little consequence. What matters is what I fight for. And I choose to fight for my guild!"

"A noble statement, but I have more that enough water left to finish you. Ocean Art 12: Leviathan!" As Pinyin performed a series of gestures, all of the remaining water in the room, saved for that used to trap Gajeel, concentrated into the shape of a large water serpent, which swam in the air towards the Exceed.

"Two and a half minutes to launch." The energy of Jupiter's lacrima became more erratic as the lacrima itself glowed even more.

"Running out of time!" Lily cursed as he flew above the roaring serpent. When the serpent came once more, the Exceed grew his sword to his own body length, then charged straight into the construct. When they met, Lily slashed the serpent in half. He landed on the ground, sensing how little time he has left in his battle form.

"One minute and 15 seconds to launch." Outside the fortress, the tip of Jupiter's cannon began to glow, ready to unleash its fury onto the Fairies below.

"It's no use." Pinyin said as he stood between Lily and the Lacrima. Gajeel's face was turning blue as he was losing oxygen. "You cannot defeat me. Your attempts goes to vain as all of your comrades will soon die!" The ninja scowled under his mask when he saw the Exceed was smirking at him. "What's so funny?"

"Just remembering what my partner said once." Lily replied. "How ninjas like you, are simply overrated." He tightly gripped his sword, then elongated his sword forward.

"Thirty seconds to launch."

"Oh yeah! Ocean Art 11: Typhoon Blade!" The water around the ninja formed into a longsword in his hand, which he extended right towards the Exceed. Lily's sword extended past Pinyin, while the Phantom's sword managed to strike him in the stomach.

"Shame, I missed your heart," Pinyin stated smugly as the Exceed struggled to stay standing. "but at least my aim was much greater than yours."

"Ten seconds to lau-lau-"

"Who said you were the target?" Lily replied with a grin. Pinyin turned in horror and saw that the Exceed's sword had pierced through the Lacrima completely.

"Error." The Jupiter system stated as the lacrima began unstable. "Lacrima damaged." Lily pulled back his sword as the orb exploded, knocking out the Phantom ninja and damaging much of the room.

Outside, the Fairies cheered as they saw the cannon crumbling to ruin. They rejoiced at the success of their guildmates inside.

Back inside, the water sphere holding Gajeel broke down, freeing the struggling-to-breath Dragon Slayer.

"Like I said," Lily said calmly as he turned back to his smaller form and held tightly onto his wound. "Completely overrated.

"Nice one, Lily," Gajeel coughed as he regained his breath. "You got the job done," He pounded his fist together as the two faced Pinyin, whose uniform was shredded from the explosion as he attempted to get up. "Now let's finish this guy!"

* * *

In an office in the highest floor of the moving headquarters, Jose was growling as he saw Jupiter falling apart and the Fairies below cheering. "Those disgusting brats…" He growled. He turned to one of his subordinates. "Prepare to activate Phantom MK II!"

* * *

The three combatants were startled when the room began shaking.

"What's going on?" Lily asked.

"He's actually planning on doing that?!" Pinyin exclaimed. "This room doesn't have the means to stay horizontal!"

"Horizontal?" Gajeel questioned, but he soon felt his motion sickness developing…

* * *

Outside, the Fairies looked in shock as the Phantom Headquarters began to rise from the water's surface, then flipped itself onto its back.

"What's going on?" Cana asked

* * *

When the building turned onto its side, Lily and Gajeel were left rolling down the floor to what was once the wall. Lily crashed into it first, and he was soon crushed by Gajeel, who was completely out due to nausea.

* * *

The Phantom Headquarters began to rise again as legs emerged from under it, ending with two. Gas popped out from the sides as arms as long as its body came out mechanically, with a three-prong hand on each one.

"I don't believe it…" Lisanna astonished.

"You have to be kidding me." Cana could only stare in shock.

An armored head finally emerged from from the top, revealing the monstrosity as a giant robot that towered over the guild hall.

"They have a fucking mecha!" The alcoholic shrieked.

The Fairies moved back in fear as the mecha began to march towards them.

"It's heading this way! Could it trample the guild?!"

"Concentrate on the enemies in front of you!" Cana called out. "We have Gajeel and Pantherlily inside to stop it!"

"But…" Vijeeter stated worriedly. "That's a vehicle… and Gajeel and vehicles..."

He didn't have to finish, because Cana's eyes bulge as she came to the same truth. "Aw fuck." She cursed.

The mecha stopped right in front of the guild, then raised its hand. To everyone's shock, the hand left a glowing mark as it traced a ring, while adding ancient symbols. As the symbols materialize, storm clouds began to form above it.

"It's writing?" Lisanna pondered. "Why would it…"

"That's a magic seal!" Cana realized. "And the spell, it's the forbidden Abyss Breaker!

"A spell like that will destroy everything to Kardia Cathedral!"

"Dammit," Cana growled as she pulled out a card.

* * *

One minute before...

"It is now finished." Pinyin said calmly. "Our most powerful weapon, Super Mage Giant Phantom MK II!" He turned to mock his enemies, but was surprised when he saw Gajeel lying sick on a crushed Lily.

"Urgh," Gajeel groaned. "Somebody stop this thing..."

"You have motion sickness?!" The ninja exclaimed. But under his mask he smirked. "A perfect opportunity." He walked towards the fallen dragon slayer and summoned as much of the water around him as possible. "Let's see how tough your armor really is, Black Steel!" The water concentrated into a large trident in his hand.

Gajeel looked up and was startled when he saw the construct. "Ocean Art 15: Neptune's-" He stopped when he felt a sting on his neck. But soon he realized he couldn't move his body as the construct collapsed into fluid.

"What?!" He struggled to turn his head, and was shocked to see a scorpion made of ice on him, with its stinger in his neck. A red, scaly arm then grabbed the ninja, and Pinyin was soon thrown straight through the ceiling.

"You're pathetic," Lyon said calmly. "You know that Gajeel."

"Vehicle's shouldn't make a man sick," Elfman stated as he reverted his transformed arm. "He should make the vehicle sick!"

"That doesn't make sense!" Gajeel protested as he got up and tried to hold down his bile. Lily managed to got himself up, his hand still holding back the blood.

"So this is left of Jupiter," Lyon observed. "You really did a number here, metal face."

"Nah," Gajeel grinned once the building stopped moving. "That was all Lily." He turned to face his partner, but was shocked when he saw the wound. "You okay?"

"Yeah," The Exceed winched. "Nothing to worry about."

Elfman ripped off a sleeve from his shirt. "Here," He handed the fabric to Lily. "You'll need this more than I do."

"Thanks." He grabbed it and wrapped it around his stomach. "Unfortunately, it seems I can't fight anymore."

"That's okay," Gajeel stated. "Ya did more than enough, partner."

"Fuck!" Lyon paled as he read from a card. "The building, it just turned into a mecha! And it's casting magic!"

"That's impossible!" Gajeel protested.

"Cana wouldn't lie about this. The spell got enough power to wipe everything up to Kardia Cathedral!"

"Half the town," Elfman astonished. "What kind of magic is that?!"

"We have to split up," Lily declared. "And find the source of the magic and shut it down!"

"Right!" Gajeel grabbed Lily and placed him on his head, and he, Lyon, and Elfman ran into their own separate directions.

* * *

"How long you think we have?" Cana asked as she blasted at a phantom.

"About ten minutes at most," Lisanna answered as she slashed down another.

"You okay?"

Lisanna sighed. "I'm worried about Elf-Nii-chan. If he faces against one of the Elemental Five, Beast Arm may not be enough."

"You gotta have faith in your big brother, Lis." Cana grinned.

The take-over mage nodded. "You're right, I need to have faith in him and the others. And I need to help them in any way I csn." She turned to the Card Mage. "Cover me." Cana nodded, and Lissana hid behind some rubble of their guild hall. She first deactivated her cat soul, then her body glittered as she became a carbon copy of Levy, clothes included. Once she transformed she began to run past Cana. "Lisanna!"

Everyone turned in shock as they saw their transformed teammate walk past them. "I'm the one you want, right?!" She cried out to Phantom Lord in a perfect match of Levy's voice. "Stop the attack, and I'll go with you!"

The mecha stopped preparing its spell. _It's working…_ Lisanna thought.

"Disappear," Jose voice reverberated. "Little imposter."

The take-over paled as her gambit failed. "I knew from the very start that Levy McGarden wasn't there." Jose stated. "There's no way that the targeted person would be brought to the front lines." The mecha began to resume tracing the remaining symbols, already finished one circles and working on another inside the first.

"No…" Lisanna cried as she turned back. "It was supposed to work..." Suddenly a shadow covered her as the unused hand of the mecha grabbed her between two of its prongs. While screaming she didn't notice a purple light covering her for a second

"Lisanna!" Cana screamed as she watched her friend being captured and attempted to fend off the surrounding phantoms.

The take-over mage tried to escape by transforming, but she found herself unable to access her animal souls.

"Don't bother," Jose's voice called out. "You're facing Soul Block, a spell that prevents Take-Over mages from using their power for a short period of time. I searched for that spell to use on your sister the She-Demon, but since Aria took care of her, I used on you instead.

"You really pissed me off by deceiving me, little girl. So I'll just have to crush you!"

Lisanna cringed in pain as the pincers pressed onto her.

"Dammit!" Cana cried out. "Gajeel! Lyon! Elfman! Hurry up and take down that giant!"

* * *

"What a crazy room!" Elfman exclaimed as he ran through a massive hall. "Where are they keeping the power source?" He stopped running when he saw the floor behind him bulging. "The hell…"

"Bonjour!" Sol exclaimed as he popped from the ground. "My name is Sol. You may call me, Monsieur Sol.

"Well then," Elfman said as he took off his jacket. "You can tell me how to stop this mecha. Beast Arm: Black Bull!" His arm shifted and became covered in pure-black skin.

'Non, non, just your right arm?" Sol asked. "So the rumors are true?"

Huh?" Elfman growled.

"I know more about you than you can learn. My head contains all details pertaining to every Fairy Tail wizard."

"Don't you shut up!" Elfman charged at the Earth Elemental with his fist, but the latter easily dodged.

"So you can't use Full Body Take-Over, unlike your sisters." Elfman remained unfazed as he attempted to land a punch on the Phantom. "But after what happen when you did, I would not either."" At the take-over's startled expression, Sol swung his legs in the air. "Sable Dance!" He generated a small sandstorm that surrounded Elfman.

"Where is he?" Elfman asked as he attempted to find his opponent through the sand.

"Roche Concert!" Elfman heard too late as he was slammed by a battalion of rocks sent by Sol, forcing him onto one of his knees.

"Two years ago, you underwent a Full Body Take-Over, but it went wrong, as you lost yourself to the primal instincts." Sol smiled at Elfman's struggling expression. "Your younger sister tried to calm you down, but you were lost. If your older sister didn't leaped in time and took much of the attack you threw, I believe the youngest Strauss would end up dead. But the trauma of hurting your family prevented you from using Full Body ever again." He laughed. "How long were the two in the hospital? Three, four months?"

"Shut your mouth!" Elfman yelled as he got up and transformed his arm. "Beast Arm: Iron Bull!" His arm became coated in armor as he slammed when Sol stood, but the Earth Elemental manage to dig underground, then popped somewhere else. Elfman tried to punch at him, but Sol easily dodged the attack and wrapped himself on Elfman's arm.

"Salutation!" Sol greeted. "Get off me, you slimy mocher!" Elfman growled as attempted to pull the Phantom off, but Sol easily pulled away and kicked the Take-Over in the face, then gave him a roundhouse kick that knocked him back.

"Have we reached the finally?" Sol asked. Elfman managed to get himself up. "Not even close." He said as he whipped his face.

"Hmm?" Sol tilted his head curiously.

 _I have to do it._ Elfman thought as he began to extend his transformation past his arm. But as the shifting flesh reached his neck-

 _A massive roar echoed in the forest. A girl with short-white hair stood calmly in front of him. He couldn't control his body as his arm attempted to slap the girl away. An older girl leaped towards the younger and held tightly onto her as the arm came, sending them both flying into the nearby trees. He could only look in horror at the mangled form of his sisters-_

"Urgh!" Elfman groaned in pain from the memory as his body fell to the ground, the transformation fading away from his arm.

"Non, non!" Sol taunted."You should avoid attempting what cannot be achieved! Your attempt only have brought down your powers! Volia!" He quickly kicked the weakened Take-Over in the stomach.

Elfman struggled to stand up as blood pooled in his mouth. "As a gentleman," Sol said as he rapidly moved his hands. "It is only right that I must finish you with my strongest attack. Platre Sonata!" He summoned from the earth a large rocky fist, then used it to slam Elfman into the wall, with enough force to shatter it.

By the edge of the opening, Elfman managed to stir into conscious, but he could only see something of horror. "Oh no…"

"Elf...nii-chan." Lisanna winched as the pincers continued to crush her.

"Lisanna!"

* * *

Back in Magnolia Forest, Porlyusica was checking her two patients. So she was startled when Mira began to get up.

"What are you-" She stopped as the white-haired girl winched in pain, though not from her injuries.

"Elfman," Mira said. "And Lisanna. They're in danger." She got out of her cot and began walking to the door.

"What do you think you doing?" Porlyusica questioned. "You just had your magic drained."

"The Drain spell didn't finish in time," The She-Demon protested. "I can still fight." She held to her stomach as the agony began to reach her.

"You still need time to recover. In your state you'll only be a liability."

"No," Mira stated as she opened the door and transformed to her generic Satan Soul. "I can't rest while my family's in danger."

Porlyusica stared in concern before scoffing. "Fine. Go ahead. You humans are too stubborn anyway."

Mira nodded and flew off, hoping she's not too late to save her guildmates, and her brother and sister.

* * *

"Ah yes, that be your little sister," Sol stated. "She is being punished for attempting to deceive us. She should be smashed into paste very soon."

"R-run..." Lisanna called out to her brother.

"Why are you doing this?!" Elfman yelled at the Elemental. "Let her go now!" Sol simply responded by stomping his foot onto Elfman's head.

"Stop it!" Lisanna cried. "Do what you want to me, but leave my big brother alone!"

"You were so lucky she didn't die that night," Sol taunted the man beneath him. "But it seems your luck has run out."

"Elf-nii-chan, run, please!"

"Why," Elfman as he attempted to get up. "I swore that I would protect you and Nee-san from all pains, physical and emotional. So why are you crying?! Who made you cry?!" He roared as he burst up and pushed the phantom off him.

"Quoi?" Sol asked in fear as he saw the Beast Soul Mage's body shifting.

"Don't!" Lisanna cried out. "You can only use one arm!"

"I…" Elfman growled as he felt his flesh burning. "I failed to protect you and Nee-San… because I was weak!"

"That's not true!"

"I don't… want to feel that way… ever AGAIN!" He faced Sol with a beastly fury. "LET MY SISTER GO!"

His body continued to sift and grow as his legs became scaly and ended in talons. The skin of his upper body shifted to green as red fur spread like wildfire all over his arms, neck, and back. His white hair grew long and wild, and two golden horns bursted from his forehead. He let out a bone-shaking roar as his transformation finished, standing at twice his normal height.

"You're using…" Sol stuttered as he fiddled with his monocle. "Full Body Take-Over!"

Elfman growled at the man "Wait!" Sol screamed as he slowly moved back. "I apologized. Merci, merci!" Elfman simply slammed him into the wall. Lisanna watched in horror as her brother relentlessly brought his fists down onto the Earth Elemental, smashing him deeper into the floor. Once he finished, there was nothing left of Monsieur Sol but a bleeding body struggling to breath.

The Beast Soul turned away from his victim and face the white-haired girl. "Elf-nii-chan." Lisanna pleaded. "I know you're still in there." Elfman raced out of the hole and began to run across the arm. "I know you haven't lost all reason this time." Elfman landed right on the mecha hands, growling above the girl.

Despite her fear, she continued. "I still believe in you." She waited for what could happen next…

Only to feel her brother's gentle touch as he used his form's strength to push away the grip of the mecha.

"I'm sorry... Lisanna." Lisanna looked up in shock at the source of her brother's voice. Elfman gently placed her down on the prong and hugged her as he reverted his transformation. "I know that you wouldn't want to see that form, the form that nearly killed you… but there was nothing else I can do. It was the only way to protect Fairy Tail, to protect our family, to protect you."

* * *

 _Elfman looked in grief as he saw his sisters covered in bruises as they remained unconscious in the cots._

" _Elfman," He looked down and saw Makarov holding onto his leg gently. "It wasn't your fault."_

" _But it was Master," Elfman protested. "I couldn't control myself. I almost kill them…"_

" _But they're alive now. Don't worry about the what if's and just live in the present."_

" _You're right," The Take-Over nodded. "I wasn't strong enough. I have to become stronger, so that I can keep my family safe."_

* * *

His sister smiled kindly. "What happened that night wasn't your fault. You were only trying to protect us." She rested onto her brother's chest. "And we're still alive."

"You're right," Elfman smiled back. "I can't think about the what if's. I need to live in the present, with you, with Nee-San, and with Fairy Tail." Tears began to pool up as he enter a full wail. "I'm so glad you're okay!

Lisanna shook her head. "Only you would cry at these moments." But she smiled "Thank you, big brother." Her smile faded as she took notice of the seal the mecha was tracing, taking notice of an anomaly...

"What is it, sis?" Elfman asked worriedly.

"The mecha… its drawing speed has decreased!"

"What!" Elfman exclaimed. "But why!"

 _The forbidden spell Abyss Break…_ She pondered. _It's powered by four elements, earth, wind, fire, and water…_ Realization covered her face.

"Elf-nii-chan!" She faced her brother. "How many of the Elementals are left?"

"What? I think there's about three…" He answered. "I just took down that earth creep, and Lily took out a water ninja."

"Of course! When you guys took out two of them, the mecha's magic became slower."

"What?!"

"That means that the giant's power is four of the five Elementals! And the only two left sustaining it are Aria and the Salamander! If we defeat them, we can stop the spell!" She and Elfman ran across the arm, preparing to finish off the Elemental Five.

 **Two elementals down, three and a psycho master to go.**

 **Elfman: You made the battle between me and Sol as manly as the manga!**

 **Thank.**

 **Lisanna: At least we know how the incident was different in canon.**

 **Uh huh, I needed a way to have Mira still sturdy enough to not go through magic-lock, while having Elfman traumatized enough to make this fight impactful.**

 **Mira: ….You seem a bit too, joyful, talking about that.**

 **I am? Oh, uh, how about we talk about Lily's fight.**

 **Lily: Interesting idea having myself faced off one of the Elementals on my own.**

 **I know right. In nearly every arc the main fighters of Team Natsu always face off against a strong opponent. Since you are more combat oriented than Happy, I decided to give you your own badass moment.**

 **Anyway, thanks for reading. Will the Fairy Tail wizards be able to stop Abyss Break in time. Find out in the next exciting part of An Alternate Tail in "The Maguilty Blade, the Wind of Dispair," where we'll be having the initial encounter between one of our ships!**

 **Lyon and Merudy *Dryly*: Great.**

 **Leave and review, and don't forget to follow or favorite if you enjoy.**


	18. The Maguilty Blade, The Winds of Despair

**Greetings!**

 **Gajeel: What the hell's with the mask?**

 **I am DigiXBot of the Fanfiction. Before I begin the next chapter, I must thank Milamira and LKFairy4416 for favoriting and Violet Shadow Kurayami for following Alternate Tail. I will also respond to and thank Cinder Fall 39, OneWhoCharms, and Fairy of the Friz for their reviews.**

 **Cinder, I tell you now that the battle between Lyon and Merudy will be of great importance. It will also be the start of a wonderful ship.**

 **Merudy *Dryly*: Great.**

 **To both OWC and FotF, I am glad you enjoyed my fight between Pantherlily and Pinyin. And to FotF, I am glad that you found my version of the events of Elfman's beast soul as emotional as canon, and having Lisanna involved in the war.**

 **Lisanna: Thank you, Fairy of the Friz. We're all glad you're enjoying the story.**

 **Elfman: You're the man!**

 **And now with that out of the way, I can begin** _ **my**_ **introduction. *An opening appeared in the mask, revealing an eye* I, DigiXBot of FanFiction, order you read, enjoy, favorite, follow, and review for each and every chapter!**

 **oo-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-** **oo**

 **ooo-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-** **ooo**

 **ooo-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_** **ooo**

 **ooo-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-** **ooo**

 **oooo-_-_-_-_-_-_-_-_-_-_-_-_-_-** **oooo**

 **ooo-_-_-_-_-_-_-_-_-_-_-_-** **ooo**

 **oooo-_-_-_-_-_-_-_-_-_-_-_-** **oooo**

 **oooooo-_-_-_-_-_-_-_-_-_-_-** **oooooo**

 **ooooooo-_-_-_-_-_-** **oooooooo**

 **oooooooooooooo**

 **ooooooooo**

 **ooooooo**

 **ooo**

 **Do you follow my orders?**

 **Gajeel: There's no way that work.**

 **Aw, and all that Code Geass parody-ing for nothing. Maybe I wrote the symbol wrong.**

* * *

 **To begin this chapter, I'm having Meredy to the disclaimers.**

 **Meredy: Thanks. Hey, you're not going to have me all love-struck when I meet Lyon right. Not that there's anything wrong with that. Just that only Juvia can pull that off.**

 **Don't worry, I decided to have the characters as canon as possible.**

 **Meredy: Alright then, DigiXBot does not own Fairy Tail.**

* * *

" _That means that the giant's power is four of the five Elementals! And the only two left are Aria and the Salamander! If we defeat them, we can stop the spell!" Lisanna and Elfman ran across the arm, preparing to finish off the Elemental Five._

* * *

As the war between Fairies and Phantoms continued, the storm that formed when Abyss Break began developing continued to grow. Already the sound of thunder was echoing in the hall of the Phantom Headquarters.

This proved much troublesome for those with both heightened hearing and a certain irrational fear, as Lily winced once more at the sound of ignited ozone.

"Ghi hi," Gajeel laughed teasingly as the Exceed on his head covered his own ears from the sound. "Ya could never handle a little storm, huh."

"Oh, just be quiet." Lily grumbled.

"Then you can't hear my plan to end this war."

Lily rose an eyebrow. "What do you mean?" Gajeel just smirked. "I'm talking about taking out Jose."

"Are you insane?!" The Exceed rebuked. "Jose is on the same level as Master! You have little chance of defeating him!"

"Yeah, but the old man ain't here, so someone's gotta beat up that Phantom geezer."

Lily groaned. "You're right. Master, Erza, and Mirajane are out of commission, and Mystogan, Jellal, and Gildart are too far away to help. So someone has to face off against Jose…"

"Well, it's a good thing I'm here, huh." Gajeel grinned. Lily could only grin back at his friend's optimism.

Suddenly a cyclone appeared in the room in front of him. "How sad…" It moaned.

"The fuck?" Gajeel asked, already standing for a brawl. The winds pulled away, revealing a familiar cloaked man.

"When the scales of iron all rust away," Aria stated. "All that remains is a dragon corpse."

"Careful Gajeel," Lily said as Gajeel placed the injured Exceed in a safe location. "That man is one of the Elemental Five."

"I am Aria," The Elemental introduced. "The pinnacle of the Elemental Five. And I have come to slay a dragon."

* * *

While that battle has just begun, Lyon was climbing a set of stairs, eventually reaching the top of the mecha.

"What's with these clouds?" Lyon asked himself.

"The weather disturbance is a side effect of casting an Abyss Breaker so large." Lyon looked ahead at the source of the monotone voice and saw-

-an angle!

The ice mage was startled by the beauty in front of him. The elegant curves hugged by her leotard, the skin as precious as pearls, and the lovely short pink hair that crowned her hair.

 _Such a beauty,_ He thought as he felt heart about to burst from his chest. _Is this woman truly a member of Phantom Lord?_

"Greetings," The woman answered, not noticing yet how Lyon was staring at her. "I am Merudy of Aether, a member of the Elemental Five."

Lyon shook himself to focus. "Elemental Five, huh?"

"You are skilled to have defeated Pinyin and Monsieur Sol. But the last three, myself, Aria, and the Salamander, must not be taken lightly."

 _I have to concentrate._ Lyon thought as he braced for battle. _Can't let her beauty get to me._ "Won't matter if you're a woman or even a child, cause I don't go easy on anyone who hurt my guild mates."

"So be it." Merudy created energy blades in each hand, then threw them at the Fairy.

Lyon quickly moved to dodged each incoming projectile. Unfortunately, the movement caused his recent wounds to open, forcing him to stop and be hit by one blade at his arm. The blade vanished on contact, but he still felt a surge of pain from it, forcing him to grip where it hit.

"What you felt was my Maguilty Sodom," Merudy explained as she formed a ring of them around her. "Their efficiency is because they strike directly at the target's sense of pain." She sent all the blades directly at Lyon, but ice mage managed to slam his hands together. "Ice Make: Shield!" He quickly formed the construct, on which the blades shattered when they hit.

"Very clever," Merudy stated. "You still manage to fight even when- what are you doing?" The Elemental scowled when Lyon took his shirt off.

"Sorry," The ice mage said as he froze his wound shut. "Bit intimate, huh?"

"You are a strange wizard."

"Yeah, I've been told I strip way too much," Lyon joked. "So what's the deal about Aether?" Merudy rose an eyebrow in response. "Excuse me?"

"I know about four of the elements, but I've never heard of a fifth." _Maybe I can get her to loosen up with some small talk._ He thought.

 _What is with this man?_ Merudy thought. _How can he be so nonchalant._ "Aether is the fifth element that represents the heavenly energy, the pure essence of the gods." She responded with little emotion. "My Maguilty Sense is this purity, the magic that links individuals all over."

 _I would not mind being linked to you-Oh Mavis I spent too much time with Master! And Cana! And Macao and Wakaba!_ Lyon pushed away the thoughts of any libido. "Well then, let's see this fifth element in action, Ice-Make: Eagles!" Lyon launched a flock of them at Merudy, who dodged them and launched 7 Maguilty Sodom at him.

Lyon rolled out of the way and slammed a fist into his palm. "Ice Make: Snow Tiger!" The construct leaped and easily took the attacks. It prepared to slash at the girl, but Merudy generated a yellow blade and sliced it in half.

"No way." Lyon astonished. _She is like nothing I've seen before. If only faith has not placed us on opposite sides!_

"There is no hope of you defeating me, especially in your state." Merudy said. "Surrender Priority One Levy McGarden to us. If you are lucky, then perhaps my master will leave your guild in peace."

This caused the Ice Mage to scowl. "We both know that's just bullshit. Both groups have gone too far to just give up. And Levy is one of us; I rather die than give her up!"

Merudy stared at him with her lifeless eyes. _This guy is willing to put everything on the line for just one person. How crazy are these Fairies?_ "Your loyalty to your guild mate is admirable." She said. "But if you wish to die, then so be it!" She raised her hand, and a pink band of energy appeared on her wrist and Lyon's.

"We'll see!" He did not notice the bands as he brought his hands together and sent an ice-eagle at the girl. Merudy turned slightly, but only to allow it to slash her shoulder. She cringed but held strong. But unexpectedly, Lyon screamed as he was facing jolts of pain, right at the same point he hit her.

"The hell?!" Lyon growled. "It's like my attacks are hurting me when they hit you!"

"This is the strength of Maguilty Sense, Sensory Link. Our senses are now linked together. I must admit, I am surprised that it worked so quickly."

 _I knew that fighting her would hurt me so,_ Lyon thought, _but never at this level._

 _This will be easy,_ Merudy thought. _With my high endurance, he will easily fall to exhaustion one way or another._ She generated more Maguilty Sodom's, but now they number in the dozens. Lyon sprinted in order to avoid being hit.

 _Got to find a way to stop her._ Lyon thought as he ducked from another Sodom. _She obviously has strong endurance, so normal pain won't stop her. But if we're facing the same senses..._

"Giving up," Merudy taunted. "It would be expected."

 _I would never surrender, my future Waifu._ Lyon quickly pulled himself to focus, and punched his hands together, creating a mist that surrounded him. When it faded, they were now two of him.

"So you attempt to outnumber me?" Merudy remained unfazed as the two ran towards her. "That is just foolish." She generated a Maguilty Sodom in her hand before leaping and stabbing one of the Lyon's, which shattered into ice. She generated another and slashed at another, only to be shocked that that Lyon was also an ice-clone.

"What?" She asked as she stood up.

"What can I say," She turned to the source of the voice. "I'm full of surprises. Now freeze!" The Aether Elemental couldn't stop Lyon's hand from reaching her, and soon she was trapped in ice.

"We may feel the same cold, but to me this is just a summer breeze." Lyon said confidently. But he then blinked in confusion. "Wait, why's one of my nipples feeling weird- oh crap!" His eyes followed the arm used to freeze his opponent, and he found that his hand was firmly pressed on one of Merudy's breasts.

 _Oh no, oh no, oh no!_ Lyon's mind has almost shut down at the realization, but he quickly broke down the ice, freeing Merudy from it and his hand before he could get a nosebleed. "Sorry!"

Merudy responded by standing up, her frustration causing the shards of ice by her to become steam. "Um, do over?" Lyon asked innocently.

"You-" For the first time in this fight, Merudy was showing real emotions. But unfortunately in the Ice Mage's case, it was pure rage. "How dare you?! You fucking pervert!" She viciously threw blade after blade at Lyon, and he was struggling to dodge all of them.

 _There's no way I can keep up against all of them!_ He thought as he made a shield to block them, but it was already cracking after each hit.

 _Dammit!_ She growled in her head. _How can this guy get me so riled up?! I can't let emotions get to me!_

* * *

" _It's that Merudy girl." A boy pointed at a pink haired girl._

" _Better stay away from her," Another girl advised. "Or she'll curse you." The two laughed, oblivious to the sadness in the girl's eyes._

"My magic was nothing that was ever seen before in centuries. No one knew how to deal with it. I was a foolish girl back then, I tried to share it with them, but they became afraid and angry."

" _Argh!" A boy screamed in pain. He just saw his friend broke his arm after falling off a tree, and now his arm felt that it was shattered. He didn't know why until he saw a pink band around his wrist and his friend's. Furious, he looked around until he found the same pink haired girl, now a young teenager, who was just reading a book._

 _He marched over and slapped the novel out of her Merudy stared in confusion._

" _Why did you do that?" She asked._

" _This!" He lifted his hand and showed the band. Merudy stared at it in confusion and shock._

" _I didn't mean to." She began to cry, unable to explain her lack of control. "I'm sorry-"_

" _Keep your weird magic to yourself!"_

"It was a vicious cycle. I feel pain, so my magic went out of control. When others felt it, they became angrier at me, forcing me to continue to lose control.

 _More people in the park suddenly had pink bands appearing, and soon every pain from paper cuts to injured limbs were being empathised. Everyone became furious and aimed their rage at Merudy. The young girl ran as fast as she could from the forming mob. But in the process, she ran into a man with long black hair._

" _I'm sorry," The girl apologized. The man just grinned._

" _That's a unique magic you have there." He said. "Everyone fears you, so why not give them a real reason to."_

"And then I met Master Jose. He saw my power for what it was and trained me. I learn to shut down my emotions, so I can never feel pain again. But now I want to unleash it all..."

* * *

"I am one of the Elemental 5!" She shouted out loud. "I am of Phantom Lord!" She forged a white energy blade, ready to stab her opponent in the heart as she struck towards him.

Lyon got up, broke down his shield, and brought his hands together. "I'll never lose to a member of Phantom Lord! Ice Make: Water Serpent!" The ice serpent flew through the air and wrapped itself around her, then flung her up to the edge of the Mecha.

 _Impossible._ Merudy thought to herself, struggling to get up. _I can't lose._ As she stood up she saw Lyon was still standing, albeit with difficulty.

"How can you still stand?" She asked, dropping her monotonous tone.

Lyon just smiled, "For my guild, I'll take on a century's worth of torture."

The Elemental just scowled. "Well, you won't have a century," She generated a white blade in her hand. "And neither will I." She lifted it him and aimed it at her chest…

"No!" Lyon rushed forward and knocked the blade away before grasping on to her tightly.

"What are you doing?!" Merudy questioned. "Let go of me!"

"Do you really hate living?" Lyon asked, startling the girl. "Is victory really worth you dying?"

 _I don't understand._ Merudy thought, _why is he doing this for me, his enemy._

"Your life is too valuable, don't just throw it away." Merudy could only stare in confusion before exhaustion began to reach her, and soon understood his words.

 _These Fairies,_ She thought. _They're not so bad after all, even this guy._ She quickly turned off the Sensory Link. "You know you're an idiot right."

Lyon just grinned back. "Yeah, I've been told I'm rather stubborn." Behind him the clouds began to move away, and the two were basked with the comforting sun light.

 _Funny, huh,_ She thought. _The clouds in the sky are going away, just like the cloud in my heart is gone. Maybe these guys got a chance to save their own after all._ She then collapsed as fatigue caught up to her, forcing Lyon to catch her.

Lyon smiled as he gently placed the unconscious girl on the floor. _Be safe, my beautiful Merudy..._

"Lyon!" The Ice Mage turned and saw the two Strauss siblings approaching him.

"Elfman? And Lisanna, when did you get here?"

"Never mind that," Elfman said, then he turned to the fallen girl. "Is she one of those Elemental guys."

"Yeah. She was okay."

"Well, just one left." Lyon stared at the Beast Soul mage in confusion, who pointed to the seal that the mecha was tracing, now at a slower rate. "The giant and the spell are being powered by the Elementals," Elfman explained. "so if we take down all of them, we can stop Abyss Break!"

"Seriously?" Lyon asked, excited.

"Yeah, that's what Lisanna figured out, right sis?" She didn't answer as she stared at the seal in not joy, but in worry.

"Lyon," Lisanna asked the Ice Mage. "What element did that girl say she was?"

Lyon blinked. "She said she represented something called Aether."

"Abyss Break is generated by the four elements of fire, water, earth, and wind. So defeating her shouldn't have affected the Mecha's power unless," She paled. "Unless she was substituting as a power source for one of the others."

This shocked the other two. "But that mean…" Elfman began.

"One of the Elementals is out there," Lyon growled. "And we don't know what he's up to."

* * *

Hazel eyes began to open as they felt a presence above them.

"Ahh!" Levy screamed as she kicked the figure away and stood up. "Get out of my roo-" She stopped screaming when she realized three things. One, she was not in her home, but in a warehouse. Two, Reedus and Jet were standing a safe distance away. And three, the person she kicked to the wall was actually Droy.

"Oh my gosh!" Levy shrieked. "Sorry Droy!"

"That's okay," The plant mage groaned as he got up. "I've been through worse."

"Wait a minute, why am I here?" She asked the other two.

"Lisanna had to put you to sleep to keep you safe." Jet answered.

"Oui, this is our emergency hideout." Reedus added as he was sketching the girl on his palette.

Levy sighed. "Guess it was for the best. Without my pen, I'll just be in everyone's way."

"That's not true," Droy argued. "We brought you here to protect you, because you're our friend."

"Thanks, but that's why I just can't stay here!" The Solid Script mage protested.

"You can't Levy," Reedus argued. "Think of Lisanna and the others…"

"Yeah, but-" She was interrupted as the four's attention was grabbed with the warehouse's steel door being punched repeatedly. The punches seemed to release a heat that deformed each part that was hit."

"Stay back, Levy!" Jet shouted as he, Droy, and Reedus stood protectively in front of her. The door was completely punched loose and sent flying at the four.

"Plant magic!" Droy threw some seeds into the ground, which grew into long, thick vines that grabbed the door and flung it to the side.

Entering first were two figures, a dark-skinned bald man wearing sunglasses, and a shorter woman wearing a purple jester hat with the Phantom mark. Behind them stood the Salamander.

"You guys are stubborn, huh." The man said.

"It's about time that you hand the girl over to us." The shorter Phantom demanded.

"Our old man is waiting for us." Natsu added as he cracked his knuckles.

"Levy, run." Reedus said as he painted two Vulcans on his stomach. "We will deal with them."

"No way," The blue-haired girl protested. "Let me help!"

"We promised everyone we'll keep you safe," Jet said. "So that's what we'll do!" He ran at max speed and began circling around Natsu, draining the air from him. "Try making fire without oxygen, punk!"

"Hmm," The Phantom girl smirked. "Guess you guys can be a challenge."

"Roar of Silver!" Reedus shouted and the two Vulcans became real and charged at the remaining Phantoms. "Levy, now!" The Solid Script mage was forced to comply and she ran off in the opposite direction.

"Vulcans, huh," The shades-wearer said. "Sue?"

"On it, Boze!" His partner raised her arms at the beast. "Mirror Magic: Form Mirror!" Five large mirrors appeared in the air in front of her and absorbed the Vulcans.

"My magic can absorb any offensive attack," Sue explained proudly. "And send it back!" The mirror spewed out the Vulcans at Reedus, knocking him out.

"Reedus!" Droy shouted, then turned to the Phantoms in anger. "You'll pay!" He pulled out more seeds from his pocket…

"No you don't!" Boze shouted as he pointed at the Fairy. "Howling!" A stream of musical notes came from hands, giving off a loud screech that tortured Droy to unconsciousness.

"Droy!" Jet shouted as he saw two of his guild mates fall. He did not notice Natsu pulling up his arm, then slamming his fist into the ground, making enough force to blast the speedster away.

"No!' Levy screamed. Natsu spotted her and appeared right in front of her. "Going somewhere?" He taunted.

The Solid Script mage was now filled with anger and grief. _I can't stand by and let my friends fall for me._ She thought. "Solid Script:" She began writing with her finger. "Water!" She sent the word right at Natsu…

Only for it to become a pile of walnuts in a written form that bounced off the Dragon Slayer harmlessly.

Natsu struggled to hold back a laugh as the girl nervously took a step back. Jet managed to get up and saw his guild mate in danger. He suddenly remembered…

"Levy!" He shouted as he pulled out her pen from his pocket. "Take this!" Sue spotted him, and before he could toss Levy the pen, the Phantom trapped him in a large mirror ball.

"Jet!" Levy tried to run to help him, but the Salamander trapped her in a bear hug from behind. "Hey Boze," Natsu called out, "Got anything that can keep her quiet?"

"Sure." His fellow Phantom smirked. "Soothing!" A blast of blue musical notes hit the girl, causing her to fall unconscious.

"Mission accomplished." Sue smirked as she examined the fallen Fairies with joy.

"Nice," Natsu said as he threw Levy over his shoulder. "Let's head back. Hope they're more I can fight left."

* * *

Back in the Phantom hall, Gajeel was struggling to stand consciously as the strain of fighting Aria became too much.

"Impressive," Aria stated. "You still manage to stand, you are quite something. But how long can you stand in my airspace magic."

"Shut your mouth!" Gajeel shouted as he transformed his arm to sword form and swung at the Elemental, but Aria countered with a blast of wind that sent him rolling. Luckily Gajeel managed to stop himself and be able to stand.

 _Dammit,_ Lily cursed inwardly as he was forced to only watch from the hall. _This man is beyond any of our previous opponents if he can make Gajeel struggle this much. There's not much he can do against Aria's invisible magic._

"Hmm," Aria wondered as he saw willpower still in Gajeel. "Tell me, Fairy, you are Dragon Slayer, correct. That means you must refuel with your own element, one that does not come from your own magic."

Gajeel growled back. "Yeah, so."

"I would advise you not to refuel on enemies sides, for those that know you well can find counters to such abilities."

"Put a sock in it!" Gajeel snarled. "I'm a Fairy Tail wizard, I won't let any of you beat me!"

Aria just raised his hand. "Airspace: Zetsu!" His magic generated small explosions in the air that sent the Dragon Slayer flying. Gajeel managed to catch himself and sent a Dragon Slayer roar at him, but Aria vanished before it could hit him.

"Where the fuck he go?!" He growled.

"It's over, Black Steel," The elemental's voice called out. "You will now experience the same pain that affected Makarov and Mirajane." Aria appeared behind him. "Prepare to feel oblivion, Airspace: Metsu!"

"Gajeel!" Lily screamed.

"Shit- Argh!" Gajeel roared in pain as he felt his magic beginning to be pulled from his body…

...Only for it to stop when a foot slammed into Aria's face, pushing the Elemental back.

The Dragon Slayers regain his bearings to identify his savior when she landed on the ground. "What?!"

"Mirajane?!" Lily exclaimed shock.

"What are you doing?" Gajeel questioned the S-Class. "Didn't you just got drained a while back?"

"I know you," Aria said as he stood up. "You are the She-Demon of Fairy Tail. You got in my way when I was about to finish off your master. Luckily for you I was interrupted before I could complete my spell."

"I can live with what you did to me," Mira stated as she stared furiously at the Phantom. "But what you did to Master, that's unforgivable."

"Hey…" Gajeel growled.

"Stay back, Lugnut."

Aria chuckled as he grabbed his blindfolds. "Since I am facing the mighty Mirajane," He pulled them away, revealing hungry, magenta eyes. "Then I must take the fight seriously."

 _Fuck!_ Mira thought. _Aria keeps his eyes closed in order to control his power! This is going to be tougher than before!_

* * *

The Fairies on the ground were at first feeling hopeful. They took notice that Mecha was beginning to draw more slowly over time, and they knew that their guild mates inside obviously were to thank for that.

But that hope was blasted away by the intense glow now coming from the magic seal, already so close to completion.

"It's shining?!" Alzack exclaimed.

"But it's not-" Bisca stated. "Complete?!"

"No," Cana groaned, bruised from the war. "This can't be over!"

* * *

"Now, I have activated 'Zero,' the Airspace of Death." Aria sated. "The magic that consumes all life." All three fairies began to feel their life force slowly slip away from them.

"How," Mira growled. "How can you find it so easy to steal life from people, you bastard!"

"Are you really one to ask, you who take the souls of demons?"

Mira stood fiercely against the Phantom. "I don't kill my enemies, even if they are demons. When I take them in, I form a partnership with them. They aren't tools for me to use, but fellow comrades to fight alongside. "

She shouted "Satan Soul: Kitsune!" and transformed into a fox-woman wearing a yellow leotard. White fox ears popped from her flowing white hair, paw-like gauntlets and boots covered her limbs, and nine white fox tails spewed from her lower back. Black markings under and between her eye emphasis their ferocity.

"I can never let a man like you," She shouted. "A man that gives no regard to life, walk this earth!" She rushed towards him, her gauntlets and tails lighting themselves on fire.

"So be it." Aria raised his eyes and created micro-explosions in Mira's path, but the She-Demon cancelled them, as the air began flowing towards her gauntlets.

"Not possible," The Elemental stared in shock. "Her burning passion is pulling the wind from my Airspace! Wait!" He called out as a last resort.

But Mira did not hear him as claws deployed from her gauntlets, and as she charged past him, she repeatedly slashed the Elemental, his coat becoming shredded and covered with his blood, his entire form covered in burnt marks.

Gajeel and Lily watched with shock as the Pinnacle of the Elemental Five fell to the ground. "Master couldn't have been beaten by you," Mira stated coldly. "That incident won't even be a footnote."

The building suddenly shook, and Mira's Satan Soul soon faded away. She soon collapsed from exhaustion.

"Mira!" Lily and Gajeel ran towards her, and the Dragon Slayer managed to catch her.

"What the hell's happening?" Gajeel asked.

* * *

The Fairies watched in horror at the magic seal. Glowing triumphantly, Abyss Break was complete and ready to destroy Magnolia.

"Everyone get down!" Macao shouted, and most Fairy Tail wizards futilely tried to either hide or run away from the Forbidden Spell.

"This can't be it…" Cana stared in horror.

But the magic seal suddenly vanished, and soon one of the mecha's arms started to crumble and fall off.

Everyone was shocked as the all of the mecha limbs collapsed, the giant robot itself fell to the ground.

And with this, the Fairies cheered. Cana smiled gratefully. "You guys pulled it off…"

* * *

"What's going on?" Lyon asked as he, Elfman, and Lisanna were startled by the collapsing state.

"Gajeel must had defeated the last Elemental!" Elfman said.

"Then that mean's Abyss Breaker has stopped!" Lisanna said. "The four Elementals powering it are defeated!"

* * *

"IMPOSSIBLE!" Jose roared after the headquarters has stabilized. "Pinyin, Sol, Merudy, and Aria have defeated by Fairy trash?! How is that possible?!"

The Phantom members who were with him in his office were too scared to answer.

"Where is Natsu?!" He screamed at them.

"Uh," A Phantom responded nervously. "The truth is, we don't know where he is…"

"Wow," An excited voice called out. "So those Fairies actually defeated the other Elementals. They must be pretty awesome to do that!"

"Don't compliment them, you-" Jose stopped shouting at Natsu when he saw him arriving with Levy over his shoulder.

"Did what you said," Natsu said as he entered the room with Boze and Sue. "Found her with my nose. Don't worry, she's unharmed." He dropped her to the floor as gently as he could.

The Phantom master grinned maliciously. "Excellent work, Natsu. You always manage to deliver results." He levitated her up in a crucified position as he activated the speaker.

"Attention members of Fairy Tail," He broadcasted his voice both inside and outside the building. "We have succeeded in capturing Levy McGarden" All of the Fairies were in shock and horror at the news.

"Perhaps you need proof." As Levy stirred awake, Jose blasted her with intense magic energy causing her to scream in agony. The Fairy Tail wizards were in fear for their comrade and in anger at the Phantom when they heard her pain.

"Hey." Natsu said, startled. "Thought we were suppose to give her to that Ore guy unharmed."

Jose just grinned. "I've talked to Ore-san. He and I agreed that Ms. McGarden needed to be, disciplined, for running away from us." He continued to blast her, causing her to continue to scream. Most of the Phantoms could only stare in morbid interest, while Natsu turned away, unable to bear the sight.

"We have now completed our first objective." Jose declared through the broadcast. "And now the second objective remains." On the battlefield outside, the ghost soldiers defeated began to rise again, and more appeared to join their ranks.

The phantom army charged straight at the tired Fairies and quickly overwhelmed them.

"These guys became a hell of a lot stronger!" Wakaba exclaimed as he and his guildmates were pushed back by the army.

"No kid-argh!" Alzack and many other wizards were being brought down by the sheer numbers.

"Ah!" Cana screamed as an enhanced Phantom knocked her back before she could fight.

"We are going to slaughter each and every one of you disgusting brats." Jose declared with joy. He watched with sadistic entertainment the many fairies being slashed and wounded by his power.

"Natsu," He called to his remaining Elemental. The Fire Dragon faced him, still horrified at what had happened. "Keep an eye on Levy." Jose used his magic to slam her into a wall, then summoned braces to keep her there by her arms. "A few insect have invaded our guild, so I much let them know there is no miracle that can save them." He grinned viciously. "I will deal with them myself."

* * *

Pure fury now was ready to be unleashed from Gajeel. Hearing Levy scream nearly sent him over the edge. He turned to Lily. "Those bastards, they'll pay!" The Exceed nodded, his expression revealing his need for vengeance.

"Gaj..eel." The two faced Mira, who was struggling to stay conscious while resting on a large piece of rubble. "Release… your power." The Dragon Slayer became startled at the words.

"There is… a power… left untapped inside of you..." She explained. "You need… to believe in yourself. Unleash it… to protect Levy… the guild… everyone.

"Now go!" She screamed. "You're the only one that can!" Gajeel nodded, and with unprecedented willpower, he left as soon as possible. Lily leaped and cling onto his back as the Dragon Slayer ran through the hall on pure rage, ready to unleash it on those who hurt his friend.

* * *

Backing in the head office, Levy struggled to stay awake after the torture she went through from Jose. She looked around, and spotted the dragon of Phantom Lord brooding away from everyone.

"You looked away…" She said, though it was barely a whisper. Natsu still managed to hear it as he got up to face her. "What?"

"You turned away," She smirked. "I thought that Phantom Lord's members enjoyed their enemies suffering, yet you couldn't stomach seeing someone in pain, can you."

"Who asked you?" Natsu snarled.

"You hated it, didn't you. Attacking our guild is one thing, but harming innocents," She chuckled morbidly. "Bet it hurt when you assaulted Lu-chan. Good, cause that's nothing to the pain Fairy Tail brings when one of their own is harmed."

"Shut up!" He growled.

"You enjoy fighting, but you despise unneeded pain-"

"Just be quiet!"

Levy smiled. "Who would have thought that Salamander actually had a conscious-"

"You don't know me at all!" Now full of hatred, Natsu lit his fist on fire.

"Go ahead and kill me," Levy taunted. "Because not only you'll face the demon inside of you, but also the fear from the most dangerous guild in the rest of the world. For your entire life."

"Wait, Natsu." Boze called out nervously. "I know Ore-San said we can, um, discipline, but he didn't say kill!"

"Would everyone just be quiet!" And on pure instinct he launched the fireball straight at Levy. The Solid Script mage braced herself as best as she could, ready to meet her end-

Only for the ground to burst as a metallic figure came from below, his armor skin breaking apart the attack.

"What the?" Sue asked in shock as she and the other Phantoms, sans Natsu, cowered in fear of the shaking room.

"I know that scent." Natsu recognize as the figure landed on the floor. Levy herself was smiling, at the sight of a trusted friend. Its eyes were filled with the heat of an iron forge as it let out a blood curdling roar.

"SALAMANDER!" Gajeel stood ready to fight, ready to finish Natsu once and for all.

* * *

In the Magnolia forest, Porlyusica was startled when the eyes of her old friend opened. "Makarov?" She asked in concern of a man who seemed to have awoken from an eternal nap.

"My children…" He stated, his eyes filled with pain and worry. "They need me."

* * *

 **Final battle is coming up. Iron vs Fire, who will win!**

 **Gajeel: Bring it on! I'll send Salamander flying to the skies!**

 **Natsu: Ya want to go right now, Metal Face! Cause I won't go easy on you**

 **Lyon: What was that about?!**

 **What was what?**

 **Lyon: The way I acted when I was facing Merudy!**

 **Eh, not really different with how you were when it came to Juvia. Remember, in character.**

 **Ultear *Pointing to Lyon*: You!**

 **Merudy: Ul, when did you get here?**

 **Well, I decided to invite her here for the premiere, since this is your fighting debut.**

 **Ultear: How dare you put your filthy hands on my charge!**

 **Lyon *Sweating nervously*: Wait! It was an accident! And it's fiction!**

 **Ultear: Prepare to die!**

 **Lyon: AHHHH! *Runs away from psychotic Arc of Time mage***

 **Gray: ….Wow, I almost feel sorry for the guy.**

 **Juvia: Ah, Juvia remembers that battle. The day she met her Gray-sama, and he claimed me with a firm grasp.**

 **Gray *Sweating nervously* : Um…**

 **Erza: Firm grasp? *Active angry aura at Gray* Gray, did you grope Juvia in canon.**

 **Gray: Uh….**

 **He did.**

 **Gray: Shut up!**

 **Erza *Pulls out sword* : How dare you besmirch Juvia's virtues!**

 **Gray: Wait, Erza! It was an accident, and we were fighting and-**

 **Erza: So you thought just because she was your enemy you can act so dishonorably towards her! Prepare to be punish!**

 **Gray: AHHHH! *Attempts to escape from psychotic swordswoman***

 **Juvia: Don't worry Gray-Sama! Juvia will save you from Love Rival Erza! *Runs after them***

 **Merudy: ...I should go and make sure my mom doesn't kill Lyon. *Runs alongside Juvia***

 **Levy: Shouldn't we do something?**

 **You're right, we should. Happy, get the lacrima camera!**

 **Happy: Aye sir!**

 **Lucy: That's not what she met!**

 **Natsu: Are you kidding? This is too entertaining to miss.**

 **Gajeel: A hundred jewels that Titania and Crossdresser castrate them.**

 **Lily: Of course you two would.**

 **Well while Lyon and Gray try to escape their doom, follow and favorite if you are enjoying the story. With how the review boards are now, I'd advise you to leave reviews through PM if you want me to read them ASAP. Any flames will be feed to Natsu.**

 **Gray and Lyon: Save us!**

 **Eh, maybe later.**


	19. Iron vs Fire, Fairy vs Phantom

**Since the year X686, two guilds, Fairy Tail and Phantom Lord have wondered who is the strongest guild.**

 **Happy: And it all comes down to this, down to two powerful dragons!**

 **In this corner is Gajeel Redfox, the Black Steel of Fairy Tail!**

 **Happy: And in this corner is Natsu Dragneel, the Salamander of Phantom Lord! He's DigiXBot and I'm Happy!**

 **And I first want to give some thanks. For favoriting and following this story this week, the Medals of Recognition goes Dravice2025, Lady Psychopath. Bea Cullen Salvatore, Gentleheart, TheDaydreamer25, and LunarWarrior098. And the Medals of Reviews go to Shadowwolf1997, Fin-Fish Jun-Tenshi, OneWhoCharms, Cinder Fall 39, and Fairy of the Fitz. I can tell you guys are enjoying the fights, the story, the characterization the dynamic between Lyon and Merudy (Pun intended), Mira's new Satan Soul. And I know you are all hyped out for the upcoming brawl, whether you said it or not.**

 **Alright here's what we've all been waiting for! It's time for a Dragon Battle!**

* * *

 **Iron vs. Fire, Fairy vs. Phantom**

 _...the ground to burst as a metallic figure came from below, his armor skin breaking apart the attack._

 _..."I know that scent." Natsu recognize as the figure landed on the floor. Levy herself was smiling, at the sight of a trusted friend. His eyes were filled with the fury of the inner earth as he let out a bloodcurdling roar._

" _SALAMANDER!" Gajeel stood ready to fight, ready to finish Natsu once and for all._

* * *

"Mira!" The She-Demon was resting on a nearby wall when she saw her siblings and Lyon running towards her.

"When did you get here?" Elfman asked in concern. "Your injuries…"

"I'm fine." His older sister stated

Lisanna spotted the fallen body of the Air Elemental. "You defeated Aria?"

"Yeah," Mira chuckled. "But I didn't want you guys to see me in this shoddy state. Guess I still have a long way to go." Suddenly all four felt a dark aura filling the room, nearly suffocating them.

"What is this?" Lyon asked.

"This chill is not right for a man." Elfman said.

"This power." Mira shivered. "It's practically evil."

"My, my," The four turned to the sound of clapping as Jose walked towards them. "Defeating four of my strongest, what a wonderful show." Numerous ghost were flying around him, reducing the temperature of the room. "Who would have though Makarov's children could bring such entertainment."

 _This guy,_ Lisanna thought. _The master of Phantom Lord._ She held her hand to her mouth. _Just being near his magic is making me sick._

"Between seeing you fight and making that girl scream," Jose smirked. "I think have my fill for now."

"So you're the bastard that hurt Levy?" Lyon growled.

"You'll pay for that by real men!" Elfman stated as he and Lyon stood protectively in front of his sisters.

Mira struggled to get up, "Get away!" She warned them.

But it was for naught as Jose sent a blast of magic energy at the two, causing them to scream in pure agony.

"Elf-Nii-Chan! Lyon!" Lisanna shouted in horror at the sight.

Jose sent the two slamming into the walls, that sent enough energy to shake the remaining foundation of the building and blast back Lisanna.

"You bastard!" Mira screamed as she transformed to Halaphas and prepared to strike down the Phantom master. Jose attempted to sent her back with a cyclone of spectres, but the S-Class manage to dodged them and got close enough to slash at Jose.

But he manage to grab Mira's arm before she could hit him, and he sent her flying through the wall. Luckily, she had enough energy to stand up.

"I remember you," Jose snarled. "Your magic was drained by Aria. How is you can stand?!"

"As long as my family is in danger," Mira declared. "I don't care what happens to me as long as I can save them."

Jose smirked. "So be it."

* * *

Gajeel easily punched Natsu back to send him flying to the other Phantoms, leaving them in a disorganized pile. The Iron Dragon's eyes were full of pure rage as with opponent.

"Are you alright, Levy?" Levy's attention was drawn to the fight when she saw Lily slashing at her restraints with his sword.

"Lily!" The Solid Script mage replied with a smile, but that faded when she notice the makeshift bandage around the Exceed's waist. "I'm okay, but what about you?"

"I can manage," He replied as he finally cut off the brace. "Just an injury fighting one of the Elementals."

Natsu quickly stood up and began pushing away his guild mates. "Get off!" He shouted, as he moved them off him. He didn't notice a large club coming towards him until it was too late, sending him and the other Phantoms in every direction.

"Don't get cocky, Phantom!" Gajeel snarled as he pulled back his Iron Dragon Club.

"I never seen Gajeel like this…" Levy astonished.

"Neither have I," Lily replied as he sliced off the other restraint, freeing her. "But right now, he's at his strongest."

Natsu was sent upward from the attack, but he used it to flung himself from the ceiling at Gajeel with his fist enflamed. The Iron Dragon leaped away, and began to spin rapidly as he unleash his Iron Dragon Lance onto him. Natsu managed to grabbed one of the lances with little struggled, then sent intense heat flowing through it.

Gajeel cringed at the heat coming through, but he transformed his other arm to sword form and slashed at the Salamander, pushing him off. Natsu regained his footing and grinned at his opponent.

"Think it's time we end this," Natsu stated with eager. "You scrap-metal bastard!"

Gajeel grinned back as he reverted his arms to normal. "Ghi hi, just what I was thinking, Salamander."

 _This is intense,_ Levy thought in a mix of wonder and fear. _Two wizards who specialize in anti-dragon magic, and that magic causes them to have dragon qualities as well. How can such a fight end?_

Gajeel cover his entire body in iron scale, while Natsu engulfed his entire body into flames,

"Not possible," Lily astonished. "He can cover himself in a fire armor."

Both dragon slayers aimed their fist at each other, causing a shockwave that sent a gale in all directions.

"No way," Levy shouted as she held against the wind. "He can counter Gajeel's armor?!"

Gajeel growled and launched a roundhouse kick at him, but Natsu easily ducked and punched Gajeel with an uppercut at the chest. This left Gajeel slightly dented as he regained himself.

"His fire form," Lily noted with worry. "It made his attack twice as powerful, enough to match Gajeel's defenses. And his speed is giving him a dangerous edge."

Gajeel attempted to slam the Salamander to the ground, but Natsu easily moved away. The fire on his body faded away as his mouth began to charge with flames. "Fire Dragon…"

Gajeel gathered as much energy into his mouth and he was ready to release it. "Iron Dragon…"

"Everyone get down!" Boze shouted as both Phantoms and Fairies braced themselves for the outcome of such attack

"Roar!" A pillar of fire and a column of iron shards collided at break speed, forming an explosion that blasted back everyone else into the walls.

"You're a tough bastard, I remember that from before," Natsu said as he walked through the smoke to his opponent. "But my flames aren't ordinary. Dragon fire has the power to incinerate anything." He smirked as his opponent, who was struggling to stay standing, his iron scales as red as fresh steel from a blacksmith and had a drizzle of blood leaking from his forehead. "I sent more fire than what you faced last time. You can't leave without a burn."

"Oh yeah?" Gajeel challenged. Suddenly small cuts all over Natsu's skin opened. He winched as bits of blood began to drip and harden.

"A breath of my iron blades will slice your body pretty damn good." He explained calmly, then scowled. "Ya should have keep your inferno on. If you don't give me everything you got, I'll put you out like a day-old campfire."

Natsu smirked as fire covered his body. "I'm fired up now! We got our measurements, so playtime's over!"

"Playtime?!" Sue exclaimed.

"They haven't even fought seriously yet?!" Boze asked.

"Good." Gajeel grinned. "Cause there's not enough space in the sky for two dragons!"

* * *

The ground battle was still in the favor of the phantoms, as Fairy after Fairy were taken down by the ghost soldiers.

Cana was holding for a while, blasting away her enemies with her cards. But more kept coming, and two managed to grabbed her from behind. A third pulled out a sword and prepared to slash her down, but another blade cut it to ashes and quickly disposed of the two holding the Card Mage.

"Erza?!" Cana asked, astonished that her guildmate was still able to fight. "Are you crazy?! You just took on Jupiter!"

"I couldn't just leave my guild mates alone." Erza stated. The two were soon surrounded by a swarm of phantoms. They managed to held strongly against them, but they were startled when they saw a group of phantoms slamming their ruined guild hall repeatedly.

"No!" The two tried to run and stop them, but more phantoms continued to swarm them. They could only fight half heartedly as they saw their home falling apart.

"It can't end like this!" Erza growled as she slashed down the ghost soldiers.

"It's been reduced to rubble already!" Cana yelled with tears in her eyes at her foes as she blinded them with her cards. "You son of a bitch!"

* * *

The two dragons charged once more, and their faces were met with fists of fire and iron respectively, sending another shockwave in the room that pushed them back.

Roaring with monstrous fury, the two started to rapidly punch each other, with twenty punches a second, missing each other until Natsu was lucky enough to land on on Gajeel, sending the latter to the floor.

"Gajeel!" Levy called out worriedly. Natsu leaped up and planned to slam Gajeel with a fire kick, but the Iron Dragon leaped away, then pushed the Salamander back with a jab from his elbow. Furious, Natsu grabbed Gajeel and headbutted him, but Gajeel reetailiated with his own headbut that left a harsh mark.

"Wow," Sue stated, spotting blood seeping from the Salamander's forehead. "This guy's actually going toe-to-toe against Natsu. He's actually not looking so good."

"Yeah, but Black Steel ain't looking so good either." Boze argued, taking point at Gajeel's dented armor. Gajeel was forced to revert his skin to normal as he felt his energy leaving him.

 _Dammit,_ Gajeel cursed inwardly. _I'm running on fumes now._ He ripped off a metal tile from the floor and began eating pieces from it.

"Hey!" Natsu shouted. "Who said you can eat?! And from our base?!"

"Put a sock in it-" Gajeel was about to argue, but as he attempted to swallow the metal, he suddenly felt sick as he became unable to swallow the iron. It caused him to spit it out, confusing everyone.

"What's going on?" Levy asked. "Gajeel's never had problem eating iron before."

Lily nearly froze as he remembered what Aria said before: _I would advise you not to refuel on enemies sides, for those that know you well can find counters to such abilities._ "The metal!" Lily shouted in realization. "They've enchanted it to be inedible for slayers!"

"What?!" Gajeel yelled.

"Seriously," Natsu blinked in confusion. "Is that true?"

"That's right," Boze said smugly. "Master was preparing for every powerful member of Fairy Tail, including you, Black Steel."

"With Salamander as a guinea pig, he was able to find a counter-slayer enchantment that made elements inedible to the Slayer that wanted to eat them." Sue added

"Oh yeah, I remember" Natsu grimaced. "That was terrible. Never thought I get sick eating flames."

"You want us to refuel you," Boze asked his guild mate. "We have a few Fire mages here."

"No," Natsu stated. He continued at his guild mates' confused expressions. "Since he's not aloud to eat his element, I won't either. Besides," He smirked. "I got enough fire in my belly to take him down!" He charged up at Gajeel completely covered in flames, and set him flying with a punch.

"Gajeel!" Lily shouted at his partner and held out his sword. "Eat this, you need to replenish yourself with iron!"

"No," The Iron Dragon growled, struggling to stand after his attack. "I can't do that. That be like eating your arm."

"I can just get a new sword!" The Exceed protested. "You're not as replaceable!"

"I said no!" Gajeel couldn't continue as Natsu continued to pummeled the weaken Slayer.

 _This is bad._ Levy thought as she watched her friend being mutilated. _Slayers can replenish their strength and stamina with anything containing their own element. But Gajeel can't replenish himself with his own iron. I need to help him._ She looked at her hand and nodded, then began writing in the air with it. "Solid Script: Iron!"

Only to end up with 'Ivory,' which quickly faded.

"Oh, come on!" She yelled. "Just once would be fine!"

"Shrimp," Gajeel stated as he tried to hold his own. "Get back! It's too dangerous!"

Levy reluctantly moved out of the way, feeling depressed that she couldn't help her friend.

Gajeel tried a final charge straight at Natsu, but the latter easily caught him. "Not easy to fight when you're hungry, huh?" Natsu asked. "Maybe you need a little help!" He threw the Iron Dragon into the wall with such force that it shattered.

Levy winched in concern, while Lily could only watch in worry as their friend attempted to get up by the hole. "No way…" She murmured. "It shouldn't be possible… Gajeel… losing."

The Phantoms on the other hand were cheering.

"Hell yeah!" Sue cheered.

"That's Natsu for you!" Boze agreed.

"Look on the bright side." Natsu said as he marched to the fallen dragon. "You get a good view of the finale."

Gajeel stared outside at the battlefield, and he and his teammates looked in horror as the phantoms continued to crash into their guild hall, eventually with enough force that the building started to collapse.

"No." The Iron Dragon growled, gripping so tightly on the Phantom base that it was cracking under his hand.

" _So this is a building of wizards? How many are they with a place this big?"_

* * *

" _More than you can count." A short old man joked to a rough-looking black-haired boy. "This place is Fairy Tail."_

 _The boy raised an eyebrow. "Why name a guild after something that doesn't exist?"_

" _Said the boy that raised by a dragon." Makarov chuckled as the boy pouted. "But that does raises a question. Do fairies exist? And if they do, do they have tails? Those questions are never-ending mysteries, which like this guild, leads to never-ending adventures."_

* * *

Every foot of the building soon became rumble at it starting to be unable to hold its weight.

* * *

" _Who the hell're you," A half naked, silver-haired boy questioned._

 _The black-haired crossed his arms. "Name's Gajeel, and why the heck are you clothless you pervert?"_

" _Who you calling a- oh crap!" The other boy suddenly realize his state of undress._

" _Oh, now you notice, Lyon." A brown haired girl rolled her eyes._

" _Boy, you're an idiot, Ghi hi!" Gajeel taunted._

" _Shut it, metal face!" Lyon growled, which led to the two roughhousing very soon._

* * *

Every Fairy still standing could only watch as their home came tumbling down.

* * *

" _So you're the new kid," A rebellious-looking, white-haired girl said to Gajeel, who was brooding in a corner eating scrap metal. "Name's Mira."_

" _So."_

" _Cocky, aren't ya." The girl grinned. "Heard you just got back from a mission."_

" _Keh." His attitude began to piss her off._

" _Are you going to talk or not?!" Gajeel faced her…_

 _Only to stick a tongue at her._

" _That's it!" Mira grabbed the boy and threw at the wall hard enough to dent it._

" _What a hard case." Gajeel grumbled_

* * *

Scraps of job missions flew aimlessly in the air. A knight slammed her fist into the ground, a fortune teller cried in sorrow.

* * *

" _So, Gajeel," Makarov asked the young boy. "What do you think of our guild?"_

 _Gajeel just shrugged. "Eh, it's okay. Guess I'll stay awhile." The old man nodded, though he did notice the shimmer of a smile on the boy's face._

* * *

"Sorry bout your guild," Natsu taunted. "But that old building was coming down one way-" He stopped when Gajeel managed to rise, and faced him with murderous eyes while catching his breath.

"Gajeel." Levy tried to step forward, ready to surrender herself to save him, but a paw grabbing at her leg stopped her.

"We have to have faith in him," Lily stated. "He's not out of energy yet." Though his eyes shone doubt of that.

The Iron Dragon gave a bone-shaking roar as he charged instinctively at his enemy, but every jab, punch, and kick he tried to throw was easily blocked by Natsu, who still had more than enough stamina to fight.

 _He just needs iron to get his strength back._ Levy thought in worry, _if only I can create some._

"Dammit!" Natsu growled as he threw Gajeel into a wall. "Give up already! Your guild is gone, there's no metal you can eat, it's over!"

The Iron Dragon refused to listen as he got up from the wall and charged once again, but easily stopped when Natsu kicked him in the stomach, forcing out blood from his mouth and making him collapse to the floor.

 _I,_ Levy began to concentrate the energy in herself. _I need to balance it, creativity and order._

"Between Jupiter and the Elementals," Lily murmured in fear. "He used up too much of his magic!"

 _Concentrate on the qualities of iron._ Unbeknownst to everyone, a thin blue aura was covering the girl.

"I normally don't kill," Natsu said to the fallen dragon, igniting one of his fist. "But since you're too stubborn to quit, I have to put you out of your misery."

 _Focus, for our guild, for Gajeel!_ Levy wrote in the air faster than the blink of the eye. "Solid Script:" She pulled back her hand, with the forming word moving with it. "IRON!" She threw her hand forward, and a glimmer of energy came from it straight at the two dragons.

Natsu was prepared to end Gajeel, but he stopped when he saw a burst of magic coming towards them. He couldn't move away as the burst solidify. He only saw a metallic surface before the object hit him and send him flying back to a set of control panels.

Gajeel regained consciousness as a heavy thump on the floor woke him up. He was surprised to see a large set of metal, in the shape of the word "iron" with a heart in the 'O.'

"What the," He grabbed the word and brought it closer to his mouth, ripping off then swallowing bits of it. He could already sense his energy returning to him, his magic rising to normal levels…

"I- I did it," Levy said startled. "I actually did it!"

"So you made this," Gajeel asked as he stood up and finished up the word. "I really owe you then, Levy." He grinned back at his friend, who turned red in embarrassment

"What the hell!" Sue shouted. "I thought Letter Mages can't use magic without mediums!"

"How did she get to that level so fast?!" Boze asked as Natsu got up from the panels.

"You," Natsu growled, a bump now on his forehead. "You made that?!" He shouted at the Solid Script mage.

"Hey Salamander," Gajeel spoke up, cracking his knuckles as he felt energy flowing within him. "We got a fight to finish!"

Natsu roared as he set his body on fire. "Don't get cocky cause you ate some metal!" He snarled as he ran towards Gajeel. "We're now on equal footing!" Gajeel only responded by covering his fist in iron scales, then sending the Salamander flying back with it.

"Lucy," Gajeel growled harshly as marched forward. "The old man, Mira, Erza, Levy, and everyone of Fairy Tail!"

Natsu quickly stood ready on the ground. "Fire Dragon Roar!" He send a channel of red-hot fire straight at the Iron Dragon, but the latter simply transformed his arm to sword form, then slashed it at the fire, splitting it into two directions.

"He redirected it!" Natsu astonished.

"Every single Phantom will pay for hurting them!" Gajeel roared as he sent an Iron Dragon Club to slam Natsu into the walls, nearly leaving him out cold. "You'll wish you've never step close to Fairy Tail ever again!" He then back-flipped. "Dragon Slayer's Secret Art!" He yelled as his legs began to transformed. "Karma Demon: Iron Spiral!" The legs combined into a large drill that spun rapidly. He quickly dug straight into the floor.

As he tunneled through the building, he created enough vibrations that the Phantom base began to break apart, sectors falling off into the street below. He then reemerged under the weakened Natsu, sending them both flying into the sky, and leaving the room they were in shattering. The Phantoms ran as fast as possible to escape the collapse, while Lily grabbed a shocked Levy and pulled her away from the building, which was falling apart into two.

Gajeel reverted his transformation, and he and Natsu fell back to the crumbling structure, with the former sending the latter crashing more intensely. Natsu was left unconscious, blood bleeding everywhere and a deep gash in his stomach.

"Now," Gajeel stated as he regained his breath. "We're even." He fell on his back amongst the mixture of sounds of the collapsing Phantom base and the cheering of his fellow Fairies.

"Honestly," Levy sighed in relief as she and Lily watched him from above. "You really go over the top, huh."

Gajeel just replied with his trademark laugh, taking a rest from the intense war they've been through.

* * *

As the Phantom Base fell apart, the damage spread to the room where Mira was facing against Jose. She panted heavily as stood protectively over her guild mates in her Halaphas form.

"Heh," Jose chuckled. "That dragon does enjoy rampaging."

"You underestimated Gajeel," Mira stated. "His.. his power is right on my level… maybe even more."

"Quite the modesty, She-Demon, given your own magnificent strength. No other wizard has ever lasted this long against me. In fact, if you were not still recovering from Aria's drain, this would be quite a battle." He scowled as he raised his hand at her. "But I can't stand the thought of such a wizard in Makarov's guild!" He blasted her with intense magic energy, causing her to scream as she crashed into the wall.

"Do you know why I didn't kill Makarov immediately," Jose asked as he sent another blast of energy that Mira slashed down. "I wanted to show him despair. To have him feel sorrow when he saw his children dead and his guild in ruins.

"I will end his life when it is full of sorrow and despair! I'll only kill him once he has suffered!"

"You motherfucker!" Mira growled. "You gone for this for your sadistic taste?!"

Jose simply smirked. "Tell me, Mirajane, are you familiar with your guild's history? Let me finish your life with telling you of my guild's origin.

"In the year X686, the dark guild Blue Skull had absolute influence in the Kingdom of Fiore. They had wizards and bases all over, acquiring absolute infamy. They operated from a central guild in a small merchant city. That city was Magnolia."

Mira scowled. "I know who they are. They tyrannized Magnolia for years, ruling it with hatred."

"Wonderful, was it." Jose continued, then frowned. "But that ended when a group of treasure hunter scums came and destroyed Blue Skull. Those hunters became the founder of your guild, Fairy Tail.

"But in their victory, they failed to kill Blue Skull's master, Geoffrey. He vowed to get his revenge against Fairy Tail, to strike from the shadows as a phantom."

The She-Demon paled. "He founded… Phantom Lord."

Jose smirked. "At first Phantom Lord focused on reestablishing its influence. Under the guise of a light guild, we grew to be the strongest guild, with wizards and power unsurpassable.

"But in the space of a few years, names as memorable as the Fairy founder came up. The Crash Master Gildart, the Heaven King Jellal, the Wanderer Mystogan, the Titania Erza, and the She-Demon Mirajane. Their names spread all the way to my guild. And their names, and rumors of other prominent mages such Black Steel Gajeel, Ice Alchemist Lyon, and recently Letter Mage Levy, spread all over the kingdom. Eventually both Fairy Tail and Phantom Lord came to represent Fiore.

"I could not stand it, a lowly guild founded by a little girl and some treasure hunters, being compared as strong as us!"

"That's what this war's about?" Mira questioned as she slashed at the Phantom master, who merely dodged the attack. "Because of jealousy and a hundred year grudge?! For something so petty?!"

"In a way yes." Jose answered as he wrapped the She-Demon in a band of magics energy. "I needed to prove my guild superior. So you can say I found it through a prominent entrepreneur named Thomas Ore.

"His wealth and connections were what we needed to spread our power. And I saw his desire to join the most powerful guild. So I requested his joining of the Phantoms. And in returned, I would bring him Levy McGarden."

"Levy?" She asked in confusion and shock.

"You don't know how shocked I was when I learn that the granddaughter of Joseph McGarden, the strongest Letter Mage of the eighth century, had joined Fairy Tail. Makarov may have ignored that fact and treated her as a common guild member, but Ore saw the true value of having her.

"So it all came together," The Phantom master grinned maliciously. "I would destroy Fairy Tail and break Makarov once and all, and I would gain the connections that Ore Industry has establish, in return for giving Ore his favorite play thing."

"Bastard!" Mira snarled. "None of us knew whose Levy's family was! We're her family now, and we would never let people like you or Ore take her, people who would see her as some sort of trophy instead of a person!"

"Is that so?" Jose tightened the grip of the binds, causing her to scream in agony. "What you do in your position. None of you can defeat me, and the only one with even a slimmer of chance is dead!" He prepared to blast her with a strong amount of dark energy, but a shield of light magic blocked the attack, then freed Mira from her binds.

"What!" Jose shouted

"Dead, huh," A voice called out through the cloud of dust accumulating. "Sorry to disappoint."

"Who's there?!"

"You have spilled much blood here, the blood of children. Many have gone through pain and shed many tears. This has gone far enough."

Mira looked past the fading dust, and smiled when she recognized the man approaching. "Master..."

Jose chuckled. "You wish to cause a cataclysm."

Makarov stood at full height, his eyes filled with determination. "If it will save my guild, then yes."

* * *

Within the forest, and old healer watched over the forest, the environment reacting to the massive amount of magic moving around nearby.

 _The trees, the earth, the air._ She thought. _They're all afraid…_

In her frustration Porlyusica kicked a box of apples to the ground, spilling them everywhere. "Those idiotic humans!" She shouted. "Nothing but a foolish race that think fighting is the only solution! If that idiot Makarov and his moronic children want to die so damn much, then they can go ahead!"

One of the apples continued to roll until it was picking by a robed man sitting on a log. Porlyusica recognized the man. "Mystogan."

"Mind if I have?" The robed wizard asked.

"I thought it was strange that both Mira and Makarov recovered so quickly. You gathered their magic and put it back into them." She became irked when Mystogan began eating the apple under his bandana. "Don't just go around eating things!"

"The giant has just moved out," He said, ignoring her outburst. "This war is going to end soon."

I don't like making remarks that endorse fighting between humans, but shouldn't you be helping your guild mates?" He replied to her by pulling out a pile of flags under his cloak and send them flying in the air, their Phantom mark flashing prominently.

"Those flags," Porlyusica recognized. "Did you destroyed all of Phantom Lord's subdivisions?!"

"Just a portion," Mystogan replied. "Others are being destroyed right now by the other Fairy Tail wizards like Jellal. Everyone is giving it their all in this war, no matter where they are." He remained quiet for a second. "Can I have another apple?"

"You better not be leaving this trash around!" She yelled, then turned away. "Truly… you people amaze me. An excess of power cause nothing but sorrow, and anger can cause one to forget they are part of the world."

"I like to think that a sacred light that guides the world can wash away those tragedies." Mystogan answered.

* * *

Fairy and Phantom stood ready as Makarov and Jose faced each other.

"What?" Lyon asked as he and the others stirred awake. "This warm magic, it's nostalgic..."

"All of you must leave." They were startled when they saw their master standing against Jose.

"Master?!"

"When did you get here?" Elfman asked.

"We have to go." Mira stated as she walked past the two combatants.

"What?"

"If we stay," She answered as she helped her sister up. "We'll only be in his way." The four left the room.

"With you here, I don't have any interest in killing weaklings." Jose said to Makarov as he saw his rival's children leaving. "But after I defeated you, I will slaughter them right in front of you.

"It's been six long years since we last discussed, and Fairy Tail has grown to such a powerful guild. But now it is a pile of rubble."

"A guild is not a physical building," Makarov answered as he prepared a spell. "It is the sum of its members!"

"But now we are here, the sixth rank Wizard Saints, here to see who is strongest of the two of us."

"My children," Makarov said sagely. "I thank you for your efforts. Be proud to being part of Fairy Tail!"

The Fairies on the battlefield watched in awe as a new storm clouds accumulated above the Phantom base. Yet this one did not inspire fear, but comfort.

Jose couldn't react as a vector of white light pierced through his shoulder, he stumbled back as he held onto his wound, but he smirked as a slash appeared on Makarov's shoulder, causing him to slightly flinch.

Jose steadied himself and raised his hand. "Dead Wave!" He summoned a swarm of spectres from the ground, sending them to swallow the Fairy master, but Makarov brought his hands together as he created a ring of golden energy around him, which grew to push back the Dead Wave and rumbled the building again.

* * *

"What's going on?" Levy asked outside as she saw the Phantom base shaking.

Gajeel just grinned where he was. "Ghi hi," He laughed. "That's the old man's power

* * *

"Impressive." Makarov said to Jose. "So much power at such a young age, deserving of the title of Wizard Saint. You could have used it to influence the younger generation, benefiting the world. Instead you used it for your own self gain and a grudge older than you are."

"Old man," Jose responded, irritated. "Are you… preaching me?"

"As custom by Fairy Tail law," The Fairy continued as he grew in size. "I will give you to the count of three." He stopped growing when his height reached the ceiling of the room, towering over Jose like an elephant to a mouse. "KNEEL!"

"Hmm?" Jose questioned.

"ONE."

"Ha ha, you were already spouting nonsense, but asking me to kneel!"

"TWO." A sphere of golden magic energy was forming between Makarov's hands.

"You want me to kneel to you?! Acknowledge you as the greatest guild in the kingdome?! Stop fooling around! I am the strongest!"

"THREE." The sphere took the form of the sun in his own palms.

"You're the one who should be kneeling! I will turn you and your guild to dust!"

"THAT'S ENOUGH!" Makarov slammed his hands together, covering the room in immense pressure as magic bursted from the ground itself.

"FAIRY LAW," Makarov declared. "ACTIVATE." The entire battlefield was covered in a bright light as the magic in his palm spread all over.

Everyone was startled by the immense power. The Fairies were confused, but they were more shocked when the light left them unharmed while every shade faded away.

"The shades are disappearing!" Vijetter shouted.

"But it's not affecting us!" Alzack added.

"This is… a friendly light?" Bisca wondered.

"It's Fairy Law." Erza recognized.

* * *

"Fairy Law?" Lyon asked Mira in confusion when she said the same thing.

"It's one of the three sacred spells made by Mavis Vermillion, the first master." The S-Class explained. "It's a holy light that assaults the darkness, only attacking those that the caster recognizes as the enemy." She grinned. "It's also a bit poetic."

"What do you mean?" Lisanna asked her.

"It's rumored to be the spell Mavis used in the battle against Blue Skull, Phantom Lord's predecessor."

* * *

When the light faded away, Jose was left paralyzed and as white as a ghost.

"Never, come to Fairy Tail, ever again." Makarov said sternly as he walked away. "You caused so much damage that the Magic Council won't be quiet. For now, let us take care of ourselves."

Behind him, Aria, who recovered from his injuries from Mira, leaped as he prepared to take down the Fairy master. _Just like before._ He thought. _So many openings!_

Makarov didn't look back as he punched away the Air Elemental.

"It's over!" He said. "We've ended the battle between us. If you wish to fight… I will kill you." He continued to leave the base. "Take Jose and go."

* * *

Back on the ground, every Fairy Tail wizard was cheering at the victory. Their rival guild has been finally defeated by their master. More cheering emerged when Mira, Lyon, Elfman, and Lisanna arrived, then even more as Lily dropped Levy down safely.

"So where's Gajeel?" Mira asked.

"He'll be joining us soon," Lily answered. "He said he needed to rest for a bit."

* * *

"Hey," Natsu said to the lying Gajeel as he struggled to get up. "Can you hear me?"

Gajeel sat up straight. "What'd ya want, Salamander?"

"Your Dragon Slayer magic," The Fire Dragon continued. "Where did you learn it from…"

Gajeel growled back. "Why you want to know?"

"Hey, it's the first time I met another Slayer! You could at least tell!"

"I just kicked your ass, you don't have the right to demand!" Gajeel took a deep breath. "It was Metalicana, the Iron Dragon."

"Mine was Igneel, the Fire Dragon," Natsu responded. "So how's yours?"

"Don't know?" Gajeel answered.

Natsu got up and slammed his head at the Iron Dragon's. "Tell me!"

"I said I don't know!" Both pulled back and rubbed their foreheads.

"He disappeared, okay." Gajeel grumbled. "Metalicana vanished one day, and I've been searching ever since."

"Was it seven years ago," Natsu asked. "On July 7th?"

Gajeel turned to him in shock at the accurate guess. "How'd ya know?!"

"Cause that's when Igneel disappeared." Natsu blinked. "Do you know where he is?"

"Why would I know?! I don't know where Metalicana went to!" He sighed. "Two dragons, disappearing on the seventh day, of the seventh month, in the year X777..."

"What's with all the seven?!" Natsu questioned.

"How should I know?!" Natsu got up and began to leave. "Oi Salamander, if ya going to leave, can you hurry up!"

"You know this is our guild you're on!" Natsu shouted, but he grinned. "If you find your dragon or Igneel tell me."

"Why the hell would I do that?" Gajeel questioned.

"Cause we're both Dragon Slayers! And we're even now."

Gajeel rolled his eyes. "You just trashed our guild a while back."

"And you trashed ours in return. So we're even." Natsu smiled as he walked away, though as soon as he left he frowned.

Gajeel looked up in the sky. "What a maniac."

* * *

"Wow," Makarov said calmly as he tooked in the damaged guildhall. "This got pretty trashed. You kids been through a lot."

"Um, master," Levy had a solemn expression as she fiddled with her hands. "I…"

"Don't look so glum, Levy-chan." A cheerful voice called out. Levy turned and was shocked to see Lucy, Jet, Droy, and Reedus, who while all injured were walking towards them. "It's a victory we've all fought for."

"Even though our guild was trashed." Jet said.

"We can just rebuild." Droy added.

"Oui." Reedus agreed.

"Lu-chan," Levy said, tears in her eyes. "Jet, Droy, Reedus."

"Sorry for making you worry." Lucy apologised.

"But it was…"

"I've heard the story," Her friend interrupted. "No one thinks it was your fault.

"We should be apologizing for not protecting you," Jet smiled as he tossed Levy her pen. "I should have given this back sooner."

"Levy," Makarov called out. "Happiness and sadness can not be completely shared, but a portion can be to an extent. One person's happiness is everyone's happiness, their anger everyone's anger, their tears everyone's tears. That is what a guild's about.

"You don't have to suffer with guilt when our thoughts reach to you." He smiled at her. "Raise your head, cause you're a member of Fairy Tail."

Levy released her tears, a mix of relief and joy, as she hugged tightly to her friends. Gajeel came down to see his family safe, bringing a smile he shared to them. Fairy Tail wizards laughed and cheered together in their victory, while Mystogan watched from a distance.

Makarov watched his children with satisfaction. _The bond of Fairy Tail._ But he suddenly started to sweat nervously, and soon he was crying out a river.

"Master?" Cana asked in concern. "Are you okay?"

"No! The council's probably going to be so angry, they'll arrest me! How can I be okay?!"

 **And here ends the century old rivalry between Fairies and Phantoms. Of course, Makarov has to pay the bills.**

 **Makarov: Why me…**

 **However, not all ends were tied up.**

 **Gajeel: Who care's, I just kicked Salamander's ass!**

 **Natsu: Hey, you only won cause Levy made iron for you!**

 **Gajeel: Yeah, well you only won in canon cause Bunny Girl's spirit made fire for you!**

 **Natsu: There's only one way to end this!**

 **Gajeel: Ghi hi, I agree! Ultimate showdown, no outside help! *The two started fighting***

 **While those two are at it, remember to leave a review, and don't forget to favorite or follow this story if your enjoying it. See ya soon!**


	20. Confronting the Past

**Welcome back everyone! We can finally finish up this arc. But before we do, a moment of silence. Let us remember Makarov Dreyar, the third, sixth, and eight master of Fairy Tail, who gave his life to protect his children in the war against Zeref. His memories last from X696 to X792.**

 **Happy *Crying*: Why! Why?!**

 **Natsu *Patting Happy's shoulder* :It's okay, Happy. Gramp's is in a better place now.**

 **Lucy *Rubbing Happy's back comfortingly* : We just have to make sure his sacrifice wasn't in vain.**

 **Erza: Yes! The forces of Alverez that still remain will fall by our wrath!**

 **Gajeel: Let those empire punks come! We'll give them hell!**

 **I'm looking forward to seeing what Mashima has planned for you guys. Right now, let's thank our audience. First, I want to thank Lawlra, Docron, and AkemiChanButterfly for following and favoriting Alternate Tail. I also want to thank that one guest and Cinder Fall 39, Shadowwolf1997, Ultimate Black Ace, OneWhoCharms, and Fairy of the Fitz.**

 **UBA, you defiently gave an interesting analysis of my fight between Gajeel and Natsu…**

 **Gajeel: I can crush Salamader head on!**

 **Calm down Gajeel, it's just how he saw the fight. And to OneWhoCharms, I'm glad you enjoyed Levy's role in the last chapter.**

 **Levy *Blushing*: Arigato, OneWhoCharms.**

 **And you'll definitely be enjoying what will be happening in this chapter.**

* * *

 **Levy, since this chapter is important for you, I'll have you do the disclaimer.**

 **Levy: Alright then, DigiXBot does not own Fairy Tail.**

* * *

 **Confrontation of the Past**

"It's been one week since we fought Phantom Lord." Levy wrote. "Immediately afterwards we tried to settle down. But before we could do that the Magic Council's army, the Rune Knights, came."

* * *

" _Nobody move!" The captain of a group of knights said. "We are the Rune Knights of the Magic Council. You are to be questioned of this incident."_

" _Fuck!" Lyon grumbled._

" _How they found out so fast?" Cana questioned._

" _You're not making me squeal!" Gajeel shouted._

" _We cannot afford to worsen the situation." Lily reprimanded his partner._

" _Come on, Master," Mira said to Makarov, who was releasing tears at a record high. "They aren't leaving soon."_

* * *

"Every day we were questioned on everything that happened, from seeing our guild being torched to Master's Fairy Law. And now after one week we were left alone. Now all we can do is wait for the council's decision.

"But don't worry, Grandfather, I don't think the verdict will be serious. We have evidence and witness on what happened." Levy placed down her pen, sighed, then resumed writing.

"But what bothers me is that Ore was responsible. This is exactly what he would do..."

* * *

 _8 years ago._

 _9 years old Levy was sitting by a river bed, engrossed in one of her favorite novels. She was reading on how the white-haired protagonist was about to use his sword with his snowman dog watching when-_

" _Who are you?"_

 _The girl looked up and saw a neatly-dressed boy with brown hair standing above her. She easily read the arrogance in his eyes. Despite, she remained polite and smiled. "My name's Levy McGarden!" She held out her hand to shake, but the boy looked as it was an irritating mosquito._

" _Hmph, what are you reading?"_

 _While a little stung from his behavior, Levy eagerly showed him her book. "It's Rave Master. It's about a boy who has to destroy all the Dark Brings so he can save the world."_

" _Can I see it?" The girl was a bit reluctant to show him, but she managed to hand it over. The boy stared at the book for a few moments, but to Levy's shock, he threw it into the river. She was horrified as the book was falling apart in the current._

" _Why did you do that?" She shouted at him. Levy tried to run to the river and save what she can, but she fell to the ground when the boy stuck out his leg in front of her._

" _Geez, don't girls have to play with dolls or something? All you do is read like a little nerd." He taunted as the girl began to cry. "McGarden, huh, more like a little weed!" He laughed viciously as Levy ran back home, tears already flowing out._

* * *

"Everyone said that by escaping from him I was standing up for myself. But all I did was run away. I should have fought to have it revoked." She gripped her pen tightly. "And for what Ore did, I should have fought back for you. But I end up bringing my problems to Fairy Tail, and they suffered the consequence. There's nothing that will stop him from attempting it again. I can't let it continue…"

* * *

"Urahh!" Gajeel groaned as he carried 12 10-ft construction timber beams over his back. "So heavy!"

"It's because you're carrying too much." Lyon replied dryly as he was only holding one beam over his shoulder.

"Ghi hi!" Gajeel laughed under the strain. "I bet that's your limit, cause you're so weak!"

"Oh yeah!" The ice mage shouted. "I can carry twice as much as you can if I wanted to!" He placed down the beam he was holding, then collected 24 beams and carried them over his back. "S-see!" He was struggling even more that Gajeel was to carry them.

"Honestly." Lily said as he came to them in his battle form, carrying 5 beams. "You shouldn't be wasting all of your strength like them when we need them for the entire day."

"Lily's right," Erza said as she came carrying one beam in a construction manager uniform. "If both of you have the time to goof off, then use that time to help us! This guild needs to be repaired as soon as possible."

"Even master is helping." Lisanna added cheerfully. She pointed to Makarov, who was placing together the guild's frame while in his giant form.

"Hey boss!" Erza called out. "Where do I put this."

"Over there." Makarov pointed to another sector, and the knight went off to work.

"She's calling him boss?" Lyon groaned as both he and Gajeel collapsed under the strains of their own burden.

Lily sighed as the two pulled themselves out of the pile. "I told both of you so." He analyzed the site. "The construction seems much larger than expected…"

"That's because we're expanding the guild hall," Lisanna answered as she pulled out a sheet of paper.

"Eh, why not." Gajeel, Lyon, and Lily came over to see the plans…

...Which resembled a child's drawing of a multi-story house with stick figures, all done apparently with colored pens.

"So which way is up?" Lyon squinted his eyes.

"These are the most fucked up plans ever." Gajeel grumbled.

"What five-year old drew this?" Neither of them notice a furious aura behind them.

"Um, guys." The youngest Strauss nervously pointed behind them, and the two soon came face to face with hell itself.

"Is there something about my drawings you want to talk about?" Mira growled threateningly

"Did I say fucked up?" Gajeel blurted. "I meant… finely drawn?"

"And by five-year old…" Lyon said, quivering at the sight of the S-Class cracking her knuckles. "I meant a prodigy, cause these are the best drawings ever." He started to laughed nervously.

"Mira, wait." Lily interrupted. "Do not kill them."

"Phew."

"It's best to use that energy for construction. Afterwards you can punish these two."

"Traitor!" Gajeel shouted.

"Great idea, Lily." The She-Demon grinned before heading off, leaving Gajeel and Lyon shuddering in fear

Hours after that, the stomachs of Gajeel and Lyon started growling. "Man, I'm starved." The Dragon Slayer groaned.

"I know," Lyon mumbled. "Could use some grub." They were startled when a flash of pink ran by them and dropped three pink metal boxes by them.

"Was that a girl?" Lily asked as he walked towards them.

"No idea." Lyon responded as he picked up one of the box and opened it, revealing freshly cooked rice with curry on top and steamed vegetable on the side. "A packed lunch."

"Looks good," Gajeel grumbled as he and Lily picked one of their own. "Is it?"

"Let's find out." Lyon grabbed a spoon from inside and scooped out some of the rice and curry, as a certain pink-haired girl watched them from the distance. _I hope they enjoyed it._ Merudy thought.

As soon as Lyon took a bite, he felt a spring's bliss on his tongue. The texture of the rice and the spices in the curry complemented well for him.

"This is amazing!" Lyon exclaimed as he continued to dig in, with his teammates joining in. He stopped a bit when he heard a sigh of relief, but when he checked the source he found no one, so he went back to eating.

"So you guys got them too." Mira said as she came to them after they finished eating the food.

"Too?" Lily asked.

"Nearly everyone got one of those boxes." She explained. "Seems there's a good Samaritan nearby." However, she grimaced when she saw Gajeel was eating the carton he ate from.

"What?" He questioned with his mouth full. "Can't waste good metal." He faced Lyon and Lily. "Ya guys going to eat that?" The two dryly gave him their cartons, and he was scarfing them down. "Bet Shrimp would want to eat some of that food, too bad she ain't here."

"Now that you mention it," Mira stated. "I haven't seen her all day."

"She's probably at home." Lily responded.

Gajeel grinned as he swallowed. "Well what are we waiting for," He stated. "Let's go visit her already."

"Hey, Erza!" Mira called out. "Mind if we visit Levy?"

The Titania looked around the site, then faced them and nodded. "I don't see why not. We're making good progress right now."

"Thanks." Mira, Lyon, Lily, and Gajeel left the site and headed to Levy's apartment

"Hey!" Gajeel yelled energetically as he and Lily came through the window over Levy's bed. "How are you Shrimp?"

"Jeez," Lyon grumbled as he came out from the chimney. "Don't come in like that."

"You guys have no concepts of doors, do you?" Mira said as she came in.

"Yeah, well you probably picked the lock or something." Gajeel grumbled as they came into the room.

"I don't get it," Lyon mumbled. "Normally she'll be yelling at us for breaking in."

"You're right," Lily said as he flew around. "Where could she be?"

"Maybe she's in the bath." Lyon thought aloud. "I'm asking for it, but someone has to do it." He entered the room and pulled away the curtains…

"She's not here." Gajeel said as he lay in the full tub.

"When did you get here?!"

"She's nowhere in here." Mira stated calmly.

"There's probably a clue in these parts." Lily replied as he flew up to a cabinet and opened it, only to be impacted by a flood of letters towards the floor.

"What are these?" Gajeel asked as he picked one up, opened it, and read the contents. "'Dear Grandfather,'" He read. "'I finally joined Fairy Tail…'"

"Hey! You can't go reading them without her permission!" Lyon shouted

"'Grandfather,'" Lily read another. "'Earlier today I met Mira. She's an amazing woman, being fierce yet caring at the same time.'"

"All of these letters are for her gramps." Lyon stated as he checked each one

"So these were for her old man," Gajeel said. "But why she's writing to him when he's, you know..."

"Some people tend to deal with a lost loved one by maintaining communication," Lily explained . "Either talking to their grave or writing accounts of their lives."

"Make sense," Lyon nodded. "Right, Mira?" He faced the S-Class, but saw she was reading a slip of paper on Levy's desk. "What's that?"

"This note," Her hands were trembling as read it. "She said that she's heading back!"

"What!" The others shouted. "Head back!" Gajeel yelled. "What does that mean?"  
"She must be heading to that Ore creep!" Lyon growled.

"Dammit! She must feel responsible for what happened." Lily stated in shock.

"We have to go after her!" Mira declared. "Before it's too late!"

* * *

After a train ride made grueling from the burden of her task, Levy finally stood in front of a golden gate to a large mansion. One the grates of the gate, the initials TO were inscribed, with the T shaped as a pick ax.

 _Still the ego-full prick after all these years._ Levy noted as she pressed onto a communication lacrima on the gate's side.

" _Who is at the gate?"_ An aged voice replied.

"My name is Levy McGarden," The Solid Script mage answered. "I believe Mr. Ore is expecting me."

The lacrima remained silent for a few seconds before responding. "Of course, please wait." The gate opened inward and an old butler came out of the mansion to greet her.

"Hello, Bryard-San." Levy greeted.

"Ah, miss McGarden." The man responded. "You surprised many when you ran off three years ago."

"Though it didn't surprise you, did it?"

The old man nodded. "I had a suspicion you would make such an action at that time. So you are accepting what has been dealt."

The blue-haired girl sighed. "In a way, yes."

"Very well, then." He led her into the mansion. While walking through the hallway, she pulled out her pen and began twirling it between her fingers before they arrived at a large office. On the side walls were pedestals of different minerals, including different lacrimas. Behind a large wooden executive desk a man was sitting facing outside the large window.

"Thomas-Sama," Bryard said. "Miss McGarden has arrived."

The chair turned around, revealing a well-dressed man with slicked-back brown hair sitting in it. He examined the girl with a smirk mixed with pride and victory.

"Thank you, Bryard." The man said. "You can leave us be." The butler nodded and stepped out of the office, closing the large chestnut doors.

Thomas walked around and desk and marched towards the solid script. Levy stood tall definitely, despite the fear present at her childhood tormentor, her pen dancing nervously between her fingers.

"I'm glad you finally came to your senses, weed." He taunted. "You were always a hider, but hiding in a guild of wizards as pathetic as you, what's the point of that?"

He chuckled as the girl scowled at him. "Luckily I had such good ties with Phantom Lord, who were willing to crush that lowly group like the drunks they were." Anger started to seep from Levy, but she managed to keep herself composed.

"Though I didn't think that they would defeat Phantom Lord to the point that guild got disbanded. A shame really, the Phantoms would have really benefited with me in their ranks. Of course, finally acquiring you was the real end goal, and all my work had paid off."

"You must have been determined." Levy said coldly. "Doing everything you can."

"Well, having the granddaughter of such a renowned letter mage would have impressed my fellows." The egoistic entrepreneur replied. "Though having your grandfather agree to such a bethronal was difficult by normal means, so I had to use, unorthodox means."

"You used mind control."

"Guess you are as smart as you think." He taunted. "Yes, I needed to hire the best to, persuade him. Of course, finding a telepathic wizard with enough strength to manipulate a Wizard Saint was costly, but the expense was worth it when your name was signed.

"But I couldn't let Joseph-San revoke the contract. So I needed to arrange a little accident to make sure he can't speak up. One of my crystals in a vehicle he was in was perfect, too small to be found before and shatters so it can't be found afterwards." He smiled maliciously. "And everything comes together now, I finally can spend my days with my favorite play thing." He prepared to cup her face…

Only to be shocked when Levy swatted away his hand, her face filled with only fury. "I never said I agree to that contract. I came to end it."

"What?" Thomas growled.

Levy only stood defiantly against him. "I've always been afraid of you. But now I can't let my fears consume me. Your actions caused my friends to be hurt and my grandfather to die. It's time I finished things once and for all."

Thomas only laughed. "And what can you do? The contract can only be ended by either me or your grandfather, and he's dead, in case you've forgotten."

"You used a basic bethronal contract written in the 6th century" Levy responded. "In paragraph 3, section 8, it says that a party, whether the involved or a third, can fight for the hand of the bride. And I'm fighting for my own hand."

Thomas was startled, but he recomposed himself and smirked. "So you really think you can fight me." He pulled out his hands, and a small crystal hexahedral materialized in his hand. "Then let's see if you can prove it."

"Good," Levy nodded. "If I win, the contract is ended, and you will never come after me or Fairy Tail ever again."

"And if I win, you'll cut your ties with that group of ruffians, and become my bride."

Levy paused, then straightened out her pen and held it determinedly. "Fine."

* * *

Hours later the two stood on opposite sides of a large courtyard. On the side were Bryard and two old officials, one man and one woman.

 _Those two were called to judge the match and the deal from the contract._ Levy thought. _From what I know those two are incorruptible, at least in theory._ She gripped her pen tightly. _But I can't take the chance._

"I think a review of rules is needed." Thomas stated as he picked his fingernails.

"Yes," The male official agreed, then spoke loudly. "The match is simple, a battle between the two wizards to exhaustion."

"The winner, as said in paragraph 3, section 8 of the standard bethronal contract 5th century edition, shall win the hand of the maiden." The old woman continued. "Two local officials must be present to confirm a fair match and to make sure that the terms of the agreement are met afterwards."

"Great," Thomas said as he cracked his neck. "Let's get started."

"I couldn't agree more." Levy said as she stood ready for battle.

"Begin!" The officials called out.

"Crystal Make:" Thomas brought his hands together, and a circular crystal saw formed between them. "Saw!" He threw the construct at the girl, but Levy quickly began writing with her pen. "Solid Script: Block!" The saw shattered as it slammed into the large word. Levy ran passed the latter as she continued to scribe. "Solid Script: Lightning!" She launched the word straight at the crystal mage.

In counter, Thomas slammed his hands to the ground. "Crystal Make: Sentries!" Ten red tetrahedrons rose from the earth into the air, and the electric word broke apart as its energy became absorbed by them. The crystals grew a bright orange before they shattered, sending all their energy straight at Levy.

"Solid Script: Sandstorm!" She stopped running and slammed the word right into the ground, which broke apart and created a sand barrier that kept the electricity from reaching her.

"Clever," Thomas taunted. "But not clever enough. Crystal Make: Pike!" From the ground beneath him a crystal pillar emerged and grew right at the sandstorm. At impact the sandstorm fell apart, but Levy was nowhere in sight.

"Where are you, weed?" He growled. But unexpectedly, he was kicked from his back. He turned around and saw no one, only to face a kick from the side.

"That's it! Crystal Make: Knife!" Forming a yellow shard, he turned 180 and threw at the air, only for it to stop as blood started to flow from where it was. Levy reappeared, wincing in pain as she pulled out the shard from her bleeding shoulder. The word "invisible" appeared on her for a second before crumbling off her.

"You always try to hide, but I always find you." The crystal mage taunted as he slammed his hand to the ground. "Crystal Make: Thorns!" Two green, vine-like structures covered in spikes emerged from the ground and quickly wrapped the Solid Script Mage.

"Had enough?"

Levy just scowled. "Not even close." While her body was tied up, her pen had enough room to begin writing. "Solid Script: Shatter!" The construct fell apart and Levy landed onto the ground. She performed "Solid Script: Heal," and the new word became pink energy that closed her wound.

"There's no way I'll just give up that easily." She said, despite feeling herself running low.

Her opponent was also showing signs of magic fatigue. "Don't you know," He replied furiously. "I always win! Crystal Make: Bats!" Three blue crystalline bats popped from the ground and flew right at her. Levy just smiled as she began writing. "Solid Script: Tornado!" The word spun rapidly as it sucked up the three bats. "Solid Script: Bind!" The next work quickly wrapped around the crystal mage.

"I had enough!" He shouted. "I won't lose! Especially to you!" He crossed his arms together, his eyes now filled with bloodlusting fury. "Crystal Make: Ore Knight!" Purple crystals started to form all over his body. They merged together in a scale-like design to have him inside a violet, skeleton-like armor, with a wyvern-skull shaped helmet protecting his head, leaving only his hungry eyes visible.

"That form," Bryard paled. "That's a forbidden spell. Your father-"

"Was weak!" Thomas snarled. "Unlike him, I use every arsenal I can! Screw the consequences!" A new violet construct formed in his hand, a crystalline longsword with a short guard that was the length of his arm. He charged straight at the girl.

Levy quickly began writing. "Solid Script: Sword!" When the word formed she tossed her pen to her other hand and grabbed the word at the letter "D," using it to parry against his assault. But it was for naught as she was slowly pushed back.

"What did you hope to gain from being with those Fairies?" The man questioned. "How can a bunch of drunk wizards who love destruction benefit you? By teaching you it's okay to be pathetic?!" He gave a sideway slash that knocked her back to the ground.

Levy growled as she stood up and blocked another strike. "No. They taught me to be fierce. They taught me to remain calm. They taught me to be noble They taught me to be brave. And they taught me, to protect my family!" With all her strength she sent Thomas sliding back. "Solid Script: Inferno!" She sent the word straight at him, engulfing him in a spiral of fire.

"Is that it?" Thomas taunted as the fire faded away. His armor, while burning hot, was still unharmed. "It felt like a sauna."

Levy smirked. "Then you need to cool off! Solid Script: Freeze!" Her next word became a blast of cold air as it flew into the crystal mage. As it hit him, his armor quickly dropped in temperature, and cracks soon formed all over it.

"WHAT!" Thomas exclaimed. Levy smiled as she rushed forward, her "sword" drawn out. "I became a lot stronger being with Fairy Tail! Let me show you how strong!" She stabbed him right at the center, shattering the armor and leaving him to fall to the ground.

"Impossible." He growled. "I… can't lose."

"Using Ore Knight was too much of a gamble," Levy explained. "It drains your life force as well as your magic. It's over."

"She is right." The female official said. "As Thomas Ore is now without energy, the match goes to Levy McGarden."

"And with that, the bethronal contract is revoked." The male official continued. "And on par with the prior agreement, Ore is prohibited from approaching or bringing harm to either you or Fairy Tail." The two officials left the courtyard through the main exit on the side.

"I spent too long being afraid of you," Levy said to the fallen crystal mage. "But now I finally got rid of that fear." She began walking away from him towards a side exit.

"No." Thomas growled at the Letter Mage as he got up, a small shard forming in his hand. "I. Won't. Lose!" He prepared to throw the shard at her back…

Only for him and everyone to be startled when the main doors were flung from where they were and straight at him, sending him crashing into the opposite wall.

"Levy!" Gajeel and the others ran into the room. They turned to Bryard, the first person they saw. "You!" Gajeel snarled, pointing at him. "Where's your boss?!"

Bryard simply pointed at the wreckage. Gajeel marched towards him, and pulled the injured entrepreneur from the remains of the door. "Alright punk!" He growled at him. "You better tell us where Levy is!"

"Um, Gajeel." Lily called out to him, with he, Lyon, and Mira already finding who they were looking for.

"And you're going to end that fucking contract!"

"Gajeel!" Lyon yelled.

"And Levy better be fine! If there's even a scratch, a SCRATCH, on her…"

"Gajeel." Mira groaned impatiently.

"I am gonna rip you a new one!" He felt a tap on his shoulder.

"Gajeel." A familiar voice said playfully.

"Not now Shrimp, we're trying to save you…" He turned around and saw Levy, while a bit roughed up, was still fine. "Levy!" He dropped Thomas, but soon started rubbing Levy's head. "What were you thinking, Shrimp," He chided. "running off like that?"

"Hey!" The Letter Mage protested as she pushed his hand away. "Cut that out." She was soon pulled into a side hug by Mira.

"Glad you're okay, kid." The Take-Over mage said as she smiled in relief.

"You really made us worry sick." Lyon added.

"Yeah… Lily was crying." Gajeel inputted.

"I was not!"

Levy laughed a bit. "Sorry for worrying you, but this was something I had to do by myself."

"We should be the ones to apologize." Lily responded. "We jumped too quickly to conclusion."

"Yeah," Mira added. "We needed to trust you." She faced the old butler. "Hey, you don't mind us hurting your boss?"

"It does not bother me so." He answered calmly.

"Great!" Mira grinned, then she frowned as she rubbed the back of her head embarrassedly. "There's something I have to tell you. Someone, not telling who, may have _accidentally_ destroyed a lot of trees and gardens. You may need to pay your gardener overtime, and hire a few arborist."

"I will look into it." Bryard responded calmly.

"Oh, also there's kinda a labor of moles running around, digging up holes and burying rooms" Lyon added, also a bit embarrassed. "No idea how they got here. They're made of ice, so they should melt in a few days. Probably. If not, you may need to hire some wizards to remove them.."

The old butler sighed. "That won't be a problem."

"Also a few statues were damaged, probably in the same incident that destroyed the foliage and release those moles." Lily stated. "You might want to get their repaired soon."

"..."

"Your gate got trashed too." Gajeel said bluntly. Levy rolled her eyes while the other Fairies glared at him. Bryard just facepalmed. "Just go."

Eventually the five left the mansion. "Well," Lyon said. "That was an exciting day. At least things can head back to normal soon. Our definition of normal at least."

"You're already stripping, so we're on the right path." Mira mumbled.

"Hey guys," Levy said to them. "Could I make another stop before we head back to Magnolia."

"Sure," Mira answered. "But what is it?"

The Solid Script mage gave back a reassuring smile. "Just need to visit my grandfather."

* * *

Hours later, Levy was kneeling in front of a large grave. Behind the grave was a statue of an old man wearing an overcoat, with long ragged hair and holding a staff. Inscribed on the pedestal were "Joseph McGarden. X719-X781. Teacher, Inspiration, Grandfather. _We are all apprentice in a craft where no one ever becomes a master._ " A smaller grave was next to it, holding the inscription "Annabelle McGarden X748-X767. Lovely Daughter and Caring Mother."

"Hi," She greeted timidly, her friends staying a few steps back. "Sorry I couldn't come sooner. Given Thomas lived here, I couldn't take the chance." Tears began to form in her eyes. "I know you read my letters, so you know what I been doing. I actually found Fairy Tail, they're as crazy as you said they are," She chuckled. "But they're also as caring and loyal as you said they are.

"A few are my friends are with me. Gajeel, Lily, Lyon, and Mira. They're amazing people, Grandfather. You would have loved to meet them." She stood up, wiping her eyes. "I see you soon."

"You okay?" Gajeel asked.

"I'll be fine." She answered.

"Your Grandfather," Lily said to her. "He must have been an important person to the community, given the statue."

Levy rubbed the back of her head. "He was… a teacher."

Mira suddenly remembered what she heard in her fight against Jose. "He wasn't just important to this community, was he?" She asked the Letter Mage. "He was important to the whole magic community."

 _They would have learned eventually._ Levy thought as she sighed. "Yeah, he was a Wizard Saint."

The other three became gobsmacked. "A Wizard Saint?!" Lyon asked.

"Are you saying your Gramps was as tough as our Old Man?!" Gajeel shouted.

"Well, no," Levy answered, a bit embarrassed at the attention. "He was eight ranked, so the Council viewed him not as strong as Master."

"Why didn't you mention it?" Mira asked curiously.

"You guys never asked," Levy joked, but turned serious. "The world saw him as the greatest Letter Mage of this time, but to me he was my Grandfather, my entire world when I was growing up.

"When I began my own journey, I wanted to be a great Solid Script mage just as he was. But it wouldn't mean anything if it came from piggybacking on his fame. So I decided to hide who I was, so I can continue his legacy the right way and make him proud."

"That's kinda reasonable." Lyon agreed.

"Doesn't matter who you're related to," Mira said. "You're Levy, our Levy." The girl smiled at her friends.

"And I know he'll be proud of ya, Shrimp." Gajeel grinned.

"Thanks guys," She replied. "Come on, let's head back."

"Aren't you worried about Ore?" Lily asked. "How do you know he won't come back."

Levy just smirked as she pulled out her pen and pulled out the end tip. Embedded inside was a small lacrima sphere.

"Is that…" Levy pulled out the sphere and pressed onto it. " _Of course I couldn't let Joseph-San revoke the contract."_ It spoke in a recording of Thomas's voice. " _So I needed to arrange a little accident to make sure he can't speak up."_

"You recorded his confession." Mira noted.

"I knew his ego would make him brag about his accomplishment." Levy said. "And that the council won't be so happy that a Wizard Saint was actually murdered."

"Ghi hi," Gajeel laughed. "You're one crazy mastermind."

"Anything to protect you guys."

* * *

 **Yup, I think this chapter went well, especially with the fight**

 **Gajeel: Course it did. Levy was taking that punk down.**

 **Yeah, well, only the best for my main stars.**

 **Levy: At least this is the last we'll see of him.**

 **Hmm, I don't know, I could bring him back for revenge…**

 **Gajeel and Levy: Oh great.**

 **Anyway folks, leave a review and follow and favorite if you're enjoying. And stay tune for next week, where the 20th chapter brings an important tale to the plot: How a certain character joined Fairy Tail. If you see the parallel to the anime, you can make a guess. See you then!**


	21. Meeting Pantherlily

**Hey my peeps! Welcome back! Today we a have a very special chapter.**

 **Levy: What's it about?**

 **Well, since the twentieth episode of the anime was about how Happy was born, this chapter is going to be about how Lily joined Fairy Tail.**

 **Lily: Very Interesting. I look forward to see what has occured in this timeline.**

 **Gajeel: Hey DigiXBot, this meeting between me and Lily better be badass!**

 **I'll make it as badass as it can be. First I want to thank TheCaptainIsKing, Court181, kiteou-kun, and Sir Something for favoriting and following Alternate Tail. I also want to thank Dravice2025, Cinder Fall 39, Lawlra, OneWhoCharms, and reaper27 for their reviews. I'm very glad Cinder and OWC enjoyed Levy's awesome victory against Ore.**

 **To Lawlra, the outline of this story will be similar to the manga and the anime. But they will be some changes here and there other than character switches, ranging from small to monumental.**

* * *

 **Okay, disclaimer time people!**

 **Gajeel: Okay already! Yeesh! DigiXBot doesn't own Fairy Tail.**

 **Lily: Instead, Hiro Mashima owns the right of writing Fairy Tail.**

* * *

In a forest clearing, two warriors, a dragon slayer and an Exceed, knelt away from each other. The powerful aura they unleashed sent every creature, from the timid birds to the fearsome Vulcans, scattering far away from them.

The two stood up, the Dragon Slayer cracked his knuckles while the Exceed changed from a scruffy 1-foot size to an intimidating 7-foot form, then pulled out a small sword and elongated it to his own length. They turned around and faced each other.

"Are you ready?" Pantherlily asked, his voice as solid as stone.

Gajeel smirked. "Ghi, hi, let's get started!" His arm transformed into a toothed blade and he charged straight at the Exceed. Lily easily blocked the attack with his sword, then pushed the Slayer back.

Gajeel growled and jumped into the air. "Iron Dragon Club!" The sword-arm transformed again into a metal pillar that burst towards Lily, who leaped out of the way. Lily grew his sword to 20-feet, then swung it right at the Dragon Slayer as soon as the latter landed on the ground. Gajeel easily ducked from the attack.

"Iron Dragon Lance!" Both of his arms became two long lances, with which he spun rapidly. Lily shrunk his weapon to 5 feet and used the flat to block one of the lances.

"Is that all you have?" The Exceed gritted as he kept the Dragon Slayer from rotating.

Gajeel just laughed. "Nope!" Lily was shocked when the lance he wasn't blocking reverted back to Gajeel as the Dragon Slayer concentrated the energy into his mouth. "Iron Dragon…" He pulled back the remaining lance and brought both of his hands to his mouth. "Roar!" He unleashed a channel of iron shards straight at his opponent. Lily remained calm as small white wings appeared on his back, allowing him to fly over the attack. The roar continued to move under him, demolishing everything in its path, leaving a long scar of wreckage on the forest that was visible from the sky.

The Exceed flew right towards Gajeel, his sword ready to slash at him. But Gajeel's skin was soon covered in armor scales, and he easily caught the blade with his hand. With this advantage he threw the blade and Lily to the edge of the clearing.

Lily managed to catch himself and stopped himself from rolling. But this wasn't fast enough.

"Iron Dragon Sword!" Gajeel's arm transformed again and he swung right at the Exceed. Lily moved out of the way, leaving the trees behind him to be slashed and pushed further back from the clearing. Both were startled when they heard a girlish shriek from where the trees were falling.

"What?" Lily spoke when he recognized the sound.

"Shrimp?!" Gajeel shouted, reverting his transformation and rushing towards the source.

"Solid Script: Shatter!" One of the falling trees collapsed into dust, which faded away and left a stump and a blue-haired girl covered in sawdust.

"That was too close." Levy groaned as she wiped away the sawdust.

"Are you okay?" Lily asked with concern as he and his sword shrunk.

"I'm fine." The Letter Mage smiled back.

"What brought ya here anyway?" Gajeel grunted as he walked towards her.

"Erza wanted to know when you guys are heading back to the site."

"We plan on continuing repairs soon." Lily answered as he flew to a nearby tree and pulled two lunch boxes from its knot. "Hungry?"

She nodded, and the three sat down by a riverbank. Levy and Lily were eating some Kiwis the Exceed has packed, while Gajeel was devouring a set of nails and screws.

"So does your training always go this overboard?" Levy joked after she swallowed her slice.

The dragon slayer just shrugged as the sound of crunched metal came from his mouth. "Hell yeah. What's the point of sparring if ya don't give it your all?"

"Allowing our full strength will enable us to witness our abilities and weaknesses." Lily added. "That is how we have been helping each other improve in the time we have known each other."

"And long have you guys known each other?" Levy asked curiously.

Gajeel just smirked. "'Bout six years."

"What was it like when you met?"

"Ghi, hi, curious aren't you? Well, that day started like any other…"

* * *

6 Years Ago, Fairy Tail Guild Hall.

"You want some, popsicle!" A rugged black-haired boy with a black T-shirt, grey pants, and piercings over his eyebrows shouted as he threw a punch.

"Come and get some, lizard-breath!" Yelled a silver-haired boy, who only wore a pair of white boxers, as he counterattacked.

The two boys continued to throw hits back and forth, neither willing to yield. The other guild members watched with interest, some wondering when the brawl will end while others made bets on who would win. However, a red fury would not tolerate this…

BONK!

"Enough!" A red haired girl wearing a chest plate over her dress shirt and skirt shouted as young Gajeel and Lyon rubbed their heads from the collision. "You are guildmates. You should not be fighting each other like idiots!"

"Come on, Erza," Lyon groaned. "You can't just interfere."

"Stay out of this, Armor Girl," Gajeel grumbled as he got up. "This is between me and the ice-prick!"

Before Erza could respond to the boys' rudeness, someone else attempted to draw her ire. "So you're finally back!" A rebellious girl strutted her way to her rival. "And getting into people's business as always!"

"Mira-nee." A younger girl called out to the older white-haired mage as she and a neatly dressed boy watched their eldest sibling with worry

Erza just growled back, then smirked. "Mirajane, we haven't finished our last match, did we?"

"No, we haven't." And the two charged right at each other with fists draw.

"I'm going to burying you alive, you armor prude!"

"I'll keep you down, you skimpy witch!"

Lyon sweatdropped at the sight. "And she was telling us not to fight."

"Fucking hypocrite." Gajeel grumbled before walking off to a corner to brood.

Lisanna just sighed. "You think those two can ever take it easy, Elf-Nii-Chan." She asked her older brother.

Elfman just shrugged. "Probably not." He answered timidly.

"Hey Lisanna!" The young girl turned and saw two of her friends, a brown haired girl wearing an orange dress and a blond haired girl wearing a pink shirt and skirt. She eagerly rushed over to them.

"Hi guys!" The young Take-Over greeted. "What is it?"

"Look, we're Fairy Tail wizards, right?" Cana asked with a strange sense of seriousness, confusing the other girl. "Um, yeah."

"So we should be taking missions. And not just those in Magnolia, but outside it."

"Is she serious?" Lisanna asked Lucy, who nodded back. "Cana thinks that we can handle some of the harder jobs." The Celestial wizard began to look nervous. "Though they're not S-Class, I have to admit I don't think we're ready for them…"

"Oh come on, the three of us have done plenty of jobs already." Cana inputted. "Heck Lis, you did some tough jobs with your older siblings."

"Yeah, but Mira-Nee did most of the work." Lisanna protested.

"Look," Cana began calmly. "We have take-over, celestial magic, and card magic." She pulled out some card. "That's almost the right combo."

"Then what's left?" Lucy asked worriedly.

"Don't worry about it," Cana grinned. "Just trust me on this."

Lucy sighed, then face Lisanna. "What do you think?" After Cana, Lisanna was one of the few that were here the longest, with her and her brother arriving after Cana and Lyon.

"Well, Cana's fortunes are never wrong." Lisanna pondered, then smiled. "Alright, I'm in!"

"Then I'll come too!" Lucy said eagerly.

"Great!" Cana exclaimed. "I'll get the last member of our little party." She got up and headed to another corner to the guild. Lisanna's and Lucy's eyes widened when they saw who she was going to ask. "She's asking Gajeel?!"

The young Slayer was munching on some spare nuts and bolts when a high voice called him out. "Hey Gajeel!" He looked up and saw Cana standing in front of him.

"What?" He growled, irritated his eating time was interrupted.

"I wonder if you want to-"

"Nu-uh."

"I didn't even finish!" The young girl shouted, but it barely phased him.

"Don't care."

Cana groaned, but continued. "Look, me, Lucy, and Lisanna are going on a job, and we want you to be a part of it."

"Why me?"

"Well, you've done a lot of missions outside Magnolia. Especially since…" She didn't have to finish, as it was common fact that Gajeel went on missions to look for his father, Metalicana.

"I'm not the only one who's gone." Gajeel stated.

Cana sighed. "Lyon and Jellal already have missions planned, and Erza and Mira are a bit too rough to ask. Besides, you're the only one for the job."

Gajeel groaned, then got up. "Fine, I'll come. Don't expect me to enjoy it."

The card mage grinned. "Great!" And she then dragged the Dragon Slayers to the other girls.

"Um, hello Gajeel." Lucy greeted, a little bit intimidated by the older boy.

"Nice day, huh." Lisanna added nervously.

Gajeel ignored them and faced Cana. "So what the hell's this mission anyway?"

Cana pulled out the request. "It's a job in Foxglove Valley. It's a pretty small town, but it's a great resting stop for travellers. But right now there's a pest problem that's affecting those visitors."

"...You dragged me along for that!" Gajeel yelled.

"At ta ta." Cana held a finger in his face. "You agreed."

"Grr, fine."

* * *

After a long train ride (Made unbearable thanks to the Slayer's motion sickness and the girls having to drag his unconscious body off the vehicle), they finally arrived in Foxglove Valley. The four found themselves at a cafe waiting for their client. "So, Cana," Lucy asked the older girl as the three girls ate their sandwiches while Gajeel was biting down a fork. "Why did you pick the three of us?"

Cana smiled. "I told you guys that I had the right combo planned, right." She placed her cards on the table. "Well, I learned it from these."

"Really?!" The other two girls were amazed. Gajeel, however, did not show much attention. "What does a bunch of cards have to do with anything?"

"Cana has the ability to see the future." Lisanna explained. "She looks at her cards and can know anything."

"That's impossible." Gajeel scoffed. "You can't see the future."

"Oh really," Cana said, gathering her cards then shuffling them. "Want a demonstration, then." She split the cards into three decks face down, then flipped over a card from each deck. "Hmm, the Wheel of Fortune, the Magician, and The Star." She smiled. "According to this Gajeel, you will be facing a change soon, both wonderful and important."

The Dragon Slayer rolled his eyes. "Yeah, right, I'm calling it bull." Soon two older men came. While both were dressed well, they were near opposites. One was round and short and had very little hair on his head, while the other was tall and lanky, and had a mop of greasy black hair. The taller man carried a briefcase with him.

"Excuse me," The wider man asked the four. "I am looking for the wizards of Fairy Tail."

"That would be us." Lisanna said cheerfully, and the other girls nodded.

The wide man was a bit startled, not expecting the arriving wizards to be young, but he decided to remain professional. "Of, of course. Well, I'm Mayor Hameline, and this is my assistant Hartley." The lanky man nodded eagerly.

"How fare thee, your mayorship." Lucy greeted politely. Her guildmates looked at her in confusion, causing her to blush.

"So what's the pest problem you asked about?" Cana asked the mayor.

Hameline sighed. "Calling it a pest problem limits what it really is. As you know, Foxglove Valley is a resting stop for many travellers. But recently, the animals nearby have been acting strangely. They attack various shops and individuals, taking their belongings and causing havoc."

"Doesn't sound like much." Gajeel grumbled rudely, causing Cana to kick him under the table.

The mayor was unbothered by the comment. "I would call it normal animal havoc, but this was different. All accounts said they were acting organized, as if they were taking orders from someone, or something."

"You have an idea, then?" The card mage asked.

"Yes," He turned to his assistant. "Hartley?" Gajeel could hear the assistant mumble disdain as he opened the briefcase and pulled out sheets of paper. All of them had sketches of a black-furred cat, some with it on two legs.

"Many have reported that this creature was near where the other attacks happened. Some say he's clever, maybe even more so than us."

"But why is he doing this?"

"Does it matter?" Hameline replied sternly. "These crimes are releasing a dangerous consequence on the town, Many businesses are here for the travellers that come through. If these attacks continue, then no more people will come through, and Foxglove will fall to ruin." His eyes were practically begging them to help. "I implore you to help us. Find this creature and stop its chaos."

A determined expression covered Cana. "Alright, we'll do it." Lucy and Lisanna nodded in agreement, while Gajeel just shrugged.

The mayor smiled. "Thank you. You'll find the creature within the nearby woods." He and his assistant left the cafe, leaving the four Fairies on their own.

"So what do you guys think?" Cana asked.

"It is a bit sudden he would say the cat thing was the suspect." Lucy responded.

Lisanna nodded. "All he said was that the cat was seen where the attacks happened. But it could be a coincidence."

"It could still know who's responsible." Cana added. "We should check it out."

"Good!" Gajeel stated as he pounded his fist together. "And if he doesn't answer, we'll make him, ghi hi!"

The girls just sweatdropped as his behavior. "Hey Lisanna," Cana asked the white-haired girl. "You did tell Mira that you're with us, right."

Lisanna played with the trim of her dress. "Well… no. But I asked Elf-Nii-Chan to tell her. She won't be mad, right?"

Cana gave back a forced grin. "Of course she won't. She's probably taking it calmly."

* * *

Back at the guildhall, the Knight and the She-Demon have finished their rough housing and were sitting at opposite sides of the room. The two were in a glaring contest, Erza refusing to look away even while eating her cake.

"Are you okay?" A blue-haired boy asked in concern, fiddling with the straps of his backpack.

"I'm fine, Jellal," Erza responded, turning to face him. "Just need some cake to calm myself."

"You really shouldn't let Mira get to you." He advised.

"How can I?!" She shouted, frightening the boy a bit. "She's a rebellious punk who shows little respect to anyone!"

On the other side of the room, Mira was growling when the knight turned away from her. "Nee-San," Elfman called out. "You shouldn't let Erza get to you."

"Oh really, Elfman," Mira questioned. "She's a know-it-all who thinks she's knows best for everyone." She gritted her teeth, then faced her brother, who was shaking a bit from his sister's aura. "Hey, Elfman?" She asked in a deceivingly sweet voice. "Where's Lisanna?"

"Um," He stammered. "She, uh, she went on a job." He finished his answer at barely over a mumble, but Mira managed to hear him.

"What?!"

"She went with Cana and Lucy!" He added quickly. He gave a sigh of relief when his sister calmed down.

"Well, Cana's responsible and Blondie's a good kid, so she's in good hand." Mira said calmly.

"...And they went with Gajeel." He added under his breath.

"Are you kidding?! Lisanna went on a job with a member of Team Erza!"

Elfman sweatdropped. "I don't think Gajeel's on any team..."

"ERZA!" Mira charged straight at the young knight, who quickly retaliated, causing the two to fight once more.

Jellal nervously walked over to the Makarov, who was conversing on the bar top with a curly haired painter, a dirty-blond teenager with a pompadour, and a purple haired teen.

"Boy, those girls like to fight." Macao stated.

"Man, and I thought that Gajeel and Lyon loved to throw down." Wakaba joked.

"Wie," Reedus agreed as he painted the two girls in combat, with a scene of their fists forming a cross.

"Um, grandfather," Jellal asked. "Shouldn't we do something about them."

"Nothing to worry about, Jellal." Makarov said sagely. "Fighting is their expression of their bond. They test each other's strength, and in doing so, help each other grow."

"If you said so." The boy nodded respectfully, before heading off for his job. Once he left, Makarov sighed in grief. "Though I hope they'll stop their testing before they get more powerful. I'm already having enough brats causing damage."

* * *

"Are we any closer to finding that damn cat?" Gajeel groaned as he and the others were walking through the forest near Foxglove Valley.

"No." Cana responded as she looked around. "Not a clue nearby."

"Hey, Gajeel," Lucy asked. "Couldn't you find him by your sense of smell?"

"I need a scent to do so." He gruffed. Suddenly, Cana stopped walking and the others crashed into her. "What the-"

"Shh!" She whispered, then motioned them to a nearby bush. Once they were inside, they looked out of it and saw their target.

He looked like a normal cat, but it was clear that he was far from one. He wore a pair of green shorts, had two round ears, a white muzzle, and a scar over his left eye, which it and its counterpart were red. He was kneeling over a small pond, collecting water in his paw and drinking from it, while keeping his head up and scanning the surroundings.

"There he is." Lisanna whispered.

"He doesn't seem that dangerous." Lucy added.

"Who cares," Gajeel said, cracking his knuckles. "Let's see if he's responsible."

"Gajeel, wait!" Cana called out, but it was for naught as the Dragon Slayer leaped from the bush and prepared to punch their target. The cat-creature, however, manage to hear his attacker. A puff of gas surrounded him, leaving the Fairies shocked when it cleared and reveal a similar-looking humanoid panther in his place. The panther easily grabbed Gajeel by the face before the slayer could land a hit.

"A foolish decision." The panther stated calmly in a deep voice. Gajeel just growled and raised one of his hands. "Iron Dragon Club!" His hand became a small metal club that expanded into the panther's face, startling him and causing him to let Gajeel go. The other girls came out of the bush, with Cana and Lucy already pulled out cards and keys respectively.

"Alright, stand down!" Cana stated. "We have you outnumbered! Now who are you?!"

The panther stood in a fighter position as he rubbed where Gajeel hit him. "My name is Pantherlily." He answered. "What do you want?"

"Are you responsible for the attacks?"

"Attacks?" Pantherlily narrowed his eyes.

"The attacks on the town!" Gajeel shouted. "You're leading the animals into attacking people!"

Pantherlily growled, but before he could respond, everyone was startled when the foliage started shaking. Suddenly, three large, green-purple apes appeared. What shocked them the most was the blue-hue in their eyes

"Forest Vulcans!" Lisanna exclaimed.

"Visitors! Give us your stuff!" The biggest Vulcan grunted. They soon charged at the five.

"Back off!" Gajeel growled. "Iron Dragon Sword!" His arm became a short blade, which he used to slash at one of the Vulcans.

"Sun's Strength!" Cana shouted, sending three cards engulfed in flames at another.

"Open, Gate of the Crab:" Lucy placed one of the keys into the air and turned it. "Cancer!" A tan hairdresser with crab legs coming from his back suddenly appeared. "You called, Ebi?"

"Cancer, help Cana with that Vulcan!" The crab-man nodded and used his scissors to cut at the beast's fur, startling it enough that Cana was able to surprise it.

"Urah!" Pantherlily launched a fury of attacks at the third Vulcan, easily holding against it.

Lisanna stood ready to join. "Take-Over-" But before she could activate a spell, a large hand grabbed her. She screamed as a fourth Vulcan held a tight grip on her.

"Ooh, woman!" The beast grinned. The other Fairies and the panther turned and saw the captured girl.

"Lisanna!" Cana exclaimed in worry. Instinctively Pantherlily charged forward and slammed into the Vulcan, causing it to let go of Lisanna and leaving Pantherlily to catch her.

The Vulcan, furious its prize was taken, slammed its arm at the two, sending them flying into a tree. Pantherlily turned his body in time to take the brunt of the impact, sparring Lisanna any damage but leaving him enough to knock him unconscious, forcing him to transformed into his smaller state.

"Lisanna!" Lucy called out. "are you okay?!"

The white-haired girl nodded. "I'm fine, but Mr. Lily isn't!"

"Dammit!" Gajeel growled. Despite starting as enemies, he was still worried for the injured panther.

"We need to retreat." Cana held three cards in her hand. "Heaven, Reverse Tower, Lovers! Thunderbolt's Fate!" Bolts of lightning burst from the cards and electrocuted the Vulcans. Lisanna picked up the injured feline, and the four Fairies ran off from the shocked beasts.

* * *

Much later the five hid themselves in a small cave within the woods. Lisanna had placed Pantherlily, who was still out cold, resting on the cave wall. She and Lucy were watching over him, while Cana was checking her cards for information and Gajeel was standing guard at the entrance.

"So how is he?" Gajeel gruffed from where he was.

"He's not hurt too bad," Lisanna answered. "He must have got a concussion from the impact." A bit of guilt penetrated her voice, since she felt a bit responsible for his current injury.

"He'll wake up soon." Cana stated.

"Do you guys think those Vulcans were acting strange?" Lucy inputted, grabbing everyone's attention.

"What do you mean?"

"They referred to us as visitors, not humans." The Celestial wizard inputted. "And they were demanding for our belongings."

"Yeah," Lisanna agreed. "Vulcan's prefer food and women. If the one's earlier were acting normal, they would have demanded us rather than our stuff."

"And their eyes," Cana continued. "They were blue. This definitely goes with the control theory."

"He was shocked." The girls were startled when Gajeel spoke. "He didn't know that those Vulcans were coming. And he put himself at risk to help us."

"So that means he's innocent." Cana realized. "But then who's behind the attacks…" She and the others were shocked when Pantherlily began stirring.

"He's waking up!" Lisanna cheered. He opened his eyes and place a palm on his forehead, feeling a headache from the previous concussion.

"You okay?" Gajeel questioned. Pantherlily was a bit shocked at the other's concern, but he nodded. "I'm alright." He looked at Lisanna. "And you, miss?"

The take-over nodded. "I'm fine. Thank you, Mr. Lily."

Pantherlily was confused for a second, before understanding came. "Actually, Pantherlily is my entire name, one single word."

"It's a bit of a mouth full." Lucy mentioned.

"What about Lily, for short." Gajeel gruffed. The cat-creature pondered over it for a second before nodding. "That should suffice. But I'm surprised that you decided to help me, given our initial encounter."

"Well, we should've known you weren't responsible." The Dragon Slayer responded bluntly. "Nothing to it, cat."

"What's the point of calling me Lily if you won't use it," Lily joked. "And I'm not a cat. I'm an Exceed." At the confusion of the others, he continued. "An Exceed is a being capable of speech and flight."

"You can fly?" Lisanna and Lucy asked eagerly. Lily sighed before continuing. "Yes, I can. Though only for a limited time."

"So what were you doing here?" Cana asked.

"I came to this region for, a certain task, but I learned by accident of the incidents plaguing this town. Investigating I learned that it is a series of organized attacks by different type of animals to acquire the property of the human populace."

Gajeel rose an eyebrow. "What?"

"The same thing that mayor told us." Cana stated.

"I knew that." He faced the Exceed again. "So anything else?"

"Yes, all of these animals had blue-tinted eyes."

Lisanna widened her eyes. "Blue-tints, just like the Vulcan's from before!"

"They must be under an influence by a caster." Lucy suggested.

"That's what I determined." Lily nodded. "I was planning to strike at their gathering place when I encountered you four." The girl looked back sheepishly while Gajeel didn't show any shame.

"So you know where they are?" Gajeel questioned. When the Exceed nodded, he continued. "Then what you waiting for? Take us there."

"Hang on Gajeel," Cana chided. "We can't just force him."

"It will not be a problem." Lily stated. Two small white wings appeared on his back and to their astonishment, he floated in the air. "Follow me." He flew out of the cave.

"..."

"Well," Gajeel spoke. "Let's get going already!" He rushed out of the cave and the others quickly followed.

* * *

Much later the five arrived on a small cliff, which overlooked a large metal warehouse. At the moment, animals of all shapes and sizes were crawling, flying, or slithering into the building, with each one of them carrying valuables such as jewelry or money.

"That's a lot of stuff." Gajeel whistled.

"How did that warehouse get built here without anyone noticing?" Lisanna asked.

"No idea," Cana responded. "But we need to know who's controlling them." She faced Lily. "Know a way we can get it quietly?"

Lily nodded and lead them to a clutter of trees that was between the edge of the cliff and the warehouse. The four Fairies carefully climbed across the trees to reach the roof of the warehouse, where they saw a small hatch.

"I got this one," Gajeel grinned. "Iron Dragon Sword." He used the blade to cut off the hatch's lock. He then opened the hatch, and the five entered through it to land on a catwalk high above the warehouse's floor.

Below them the animals were dropping the valuables into a large pile, then leaving the warehouse to find more goods. And standing guard over this pile were many wizards carrying magic weapons. All of them wore black uniforms, with a symbol of a pair of wings, which had three smaller pairs below then, on their left shoulder.

"That's Demon Card." Cana recognized.

"Demon Card?"Lily asked.

"It's a minor dark guild. They must be the ones behind the animal attack."

"Someone's coming." Lucy said as she pointed at the door, where a familiar figure was entering the warehouse as the last of the controlled animals left. "It's the mayor's assistance!"

Hartley stepped into the building. "Everything is going well, Bis?"

A heavyweight Demon Card wizard came forth. His head was covered with only a small mohawk, a few screws fixed in, and a tattoo of the word "death," and he had what appeared to be a small blade with a curved end and a musical note at the hilt. "Going more than well, Hartley-San. Your animals are bringing in more gold than expected. Though of course we'll be expecting a large amount of the share for our efforts."

Hartley chuckled. "Of course."

"That guy's been behind everything." Gajeel growled. "He's been robbing his own town, and made Lily the pansy so we won't find out."

"Knew something felt off," Cana whispered. "He must have figured that since we're a bunch of kids, we'll just attack you without learning the truth."

From under his jacket Hartley pulled out a white flute. "With those beasts under my control, we'll take enough gold from the city to collapse it."

Suddenly Gajeel leaped off the platform and onto the ground in front of the wizards. "No way, punk!" He shouted. His comrades followed, with Lily flying down carrying Cana, and Lisanna transforming to harpy form to fly herself and Lucy down.

Hartley scowled. "Not you brats…"

"So you're the mastermind huh," Cana stated. "Does being the mayor's assistance not give you a big enough salary?"

"Don't even speak of that position!" He snarled back. "Working for that fat slob is just torture, when I would be the better mayor." He threw his flute up like a baton. "Luckily my talents extended to my Piper Magic, the power to control animals with musical instruments."

"So you hate your job so much you'll take it out on the whole town?" Lisanna questioned in shock.

"Oh, that's just a means to an end. I think that causing enough havoc will make everyone see how much of a loser Hameline is, and I'll become mayor instead."

"As if we'll let you get away with such a dishonorable task." Lily stated.

"Well, it's a good thing we're here," Bis challenged as he stepped forward. "We we're hired to make sure Hartley's plan wasn't discovered."

"Bring it!" Gajeel declared as he and the other Fairies stood ready for battle.

"We'll see!" The Demon Card pulled out his small sword. "Taste my Musica Sword!" To the five comrades' surprise the sword grew in size and length that he needed two hands to wield and it nearly reached the ceiling. The five had to leap out of the way to avoid its sharp edge as Bis swung it straight down. "Get them!" He shouted to the other Demon Card wizards, and they charged straight at them.

"Sword-stick's mine!" Gajeel yelled as he transformed his arm to Iron Dragon Sword and rushed at Bis.

"Dammit." Lily muttered as transformed to his larger form and ran to join Gajeel.

"Animal Soul: Cat!" Lisanna glowed for a second before she reappeared as a white-haired cat-girl.

"A kitty cat?" A male Demon Card wizard scoffed. "What you gonna do, poop in my shoes?" Lisanna gave a seemingly angelic smile before she leaped and slashed at the man's face with her claws. "Actually," She said. "This cat can do a lot more." She continued to claw at the many Rats.

"Take them down!" A female Demon Card shouted as she pulled out a staff and aimed its magic to hit Lisanna.

"I don't think so!" Cana shouted as she threw her cards like shurikens, moving fast enough that they cut down the staff.

"Um…" The woman grabbed the nearest object by here…

...which happened to be a safety cone. "Protect me, cone!" The female Rat shouted as Cana threw a fury of cards at her that exploded on contact. Cana pulled out a set of glowing cards and smiled menacingly. "Who's next?"

"We still got them outnumbered!" A swarm of wizards charged straight at them.

"Open!" Lucy shouted as she held another golden key in the air. "Gate of the Bull: Taurus!" A large bull-man carrying an ax charged forward, blasting away the many rats.

"Thanks, Taurus!" Lucy cheered.

"Moo! I have to protect Miss Luuucy! She'll grow up and have big booobs."

Lucy sweatdropped. "Why do I have to have a perverted spirits.

Unlike the girls, Gajeel wasn't having much luck with his opponent. Every strike at Bis was easily blocked by the Demon Card's Musica sword. "You fat bastard! Take my sword like a man!" Gajeel growled.

Bis growled. "No one calls me fat!" In rage he gave a horizontal slash that sent the Dragon Slayer flying. Luckily Lily was able to catch him.

"Let me go!" Gajeel shouted as he struggled in Lily's hold. "I can take him!"

"Gajeel, you can't just jump in without a plan." Lily replied sternly. "To secure the battlefield, you need a strategy." Gajeel was about to protest, but he recognized the sense in Lily's statement.

"So what you got."

Lily smiled. "He can't take on the both of us" Gajeel just grinned as Lily dropped him to the ground. "Ghi hi, nice."

"You ladies done talking?" Bis taunted. Gajeel smirked as he charged forward. "This again?" Bis easily set his sword to ten-feet long and gave another slash at Gajeel. But he was shocked when Gajeel stopped moving and used his own bald-arm to block the attack. He was so startled he didn't see Lily moving beneath the sword, allowing the Exceed land an uppercut on the dark mage.

Bis managed to regain his senses and was able to slash down onto the Exceed. Lily quickly moved out of the way. The dark mage was so distracted he didn't see Gajeel coming right at him.

"Iron Dragon Hard First!" He transformed his blade-arm back to a fist, albeit covered in iron scales, and used it to slug the Dark mage with enough force to cause him to drop his sword and tumbled straight into the walls.

"I believe this is yours," Lily said as he transformed to his smaller form, picking up the Musica Sword and holding it to Gajeel. "As a right of spoils of battle."

Gajeel grinned as he shook his head. "You keep it, I already got my sword." Lily smiled back as he accepted the requested.

"You filthy hooligans!" Hartley shouted as he saw all the Demon Card wizard defeated. "I'm not letting a bunch of children get in my way!" He pulled out his flute and began playing an agonizing high pitch tune, which was extremely painful for Gajeel and Lily. "Luckily I have a backup!"

The five were quickly shocked when a large green reptile with leathery wings for forelimbs broke through the entrance of the warehouse. "A wyvern!" Lisanna exclaimed as it roared viciously.

"You don't know how happy I was to learn that such a beast lived here. Now kill them!" He commanded the wyvern with another tune, and the creature began marching towards them.

Gajeel, Cana, Lisanna, Lucy, and Lily attempted to fight back at the wyvern, but they were slowing pushed further into the building.

"Can't you go big again?" Cana asked Lily, as his attempts to slash at the beast with his enlarged sword proved futile in his smaller form.

"I can't," He explained. "My battle form uses energy just like any other magic, and I don't have any left for another transformation. I hope you have some sort of trump card."

"Was that a card pun?" Cana snorted, but she grinned. "But I do have one!" She pulled out a card with the image of a fountain. "The Prayer's Fountain!" She threw the card by the wyvern, and shot strong beams of water in all directions. The intense pressure from the water kept the wyvern from moving forward

"That won't hold for long." She looked at the Celestial mage. "Lucy?"

"On it!" She moved forward to the card and, careful not to be hit by the water herself, dunk a third golden key into the card. "Open, Gate of the Water Bearer: Aquarius!" At the turn of the key, a blue-haired woman with a blue, scaly tail instead of legs and carrying a large golden urn appeared above the card.

"My word," Lily gasped. "A siren."

Unfortunately for him, the woman heard him. "A siren?!" She screeched at the Exceed. "I'm not some common harlot! I'm a mermaid, you dumb cat!"

Lily sweatdropped in terror. "Apologies, ma'am." He managed to let out.

"Um, Aquarius?" Lucy asked meekly, trying not to cower at the spirit's glare. "We need some help against that?" She pointed at the Wyvern, now almost through the card's water jets.

"Fine." Aquarius scowled as she lifted up her urn.

"Get ready, Lisanna." Cana said to the Take-Over. A large flood of water came from Aquarius's urn, creating a monstrous storm inside the warehouse. It easily pushed the wyvern out of the building and sucked up the five humans and one Exceed.

During the incident, Lisanna glowed as she transformed into a mermaid with a purple tail. Despite the strength of the current, she was able to grab all of her friends, and the five held together as the storm eventually died down.

"Well, I'm done here." Aquarius said. "If you excuse me, I have a date, _with_ my boyfriend." She said the last part to Lucy as she vanished to the Spirit Realm.

"I'm not even old enough to have one." Lucy muttered.

"Crazy hag." Cana grumbled irritatedly.

"I don't believe it's wise to insult her." Lily deadpanned.

"Enough!" Hartley, completely soaked from the water attack, shouted as he got up. "I'll summon a horde of Vulcan's! A murder of crows! A-" He stopped when was knocked out by the hilt of a sword thrown at him.

"Urgh, shut up already!" Gajeel yelled.

"Nice work Gajeel," Cana said. "Time that Foxglove knows who's really responsible."

* * *

"Thank you very much for finding the stolen goods and finding the culprits." Mayor Hameline said to the four Fairies at the town square, where he and many of the Foxglove's residents were showing their gratitude to the five wizards. "And much apologizes to you, Mr. Pantherlily, for believing you were the perpetrator." He said to the Exceed. "Thankfully the real culprits will face punishments for their crimes." He pointed to Hartley and the Demon Card wizards, who were being arrested by Royal Knights.

"I would have gotten away with it too," Hartley mumbled as he was handcuffed by a knight. "If it weren't for those meddling kids, and that dumb cat!"

The four fairies laughed at the irritated man. "Can't believe we actually did it." Lisanna stated.

"Like I said," Cana grinned, pulling out her tarot card. "Best combo. All five of us."

"Anyway," Hameline said. "here's your reward." He handed a bag of Jewels to Cana. "Or what's left of it."

"Huh?"

"Well, that water attack did a lot of damage to the warehouse, which is property of Foxglove Valley, and to much of the stolen goods." Lucy rubbed the back of her head sheepishly while Cana shrugged. "Well, it's not a Fairy Tail job without a bit of property damage." She said cheerfully.

"You have a strange sense of optimism." Lily chuckled before he began walking away.

"Where are you going?" Lisanna asked with concern.

"I have to return to the task I had before arriving at Foxglove." The Exceed stated.

"Do you have a place to stay?"

"Well… no." He answered.

"Then come with us." Gajeel bluntly responded, startling everyone. "You'll fit in well in Fairy Tail."

"I don't want to impose," Lily stated. "And this task will take a long time…"

"Don't you need a base of operation or something for missions?"

The Exceed pondered on it before responding. "Well, yes."

"Then just come already." Gajeel grinned.

"You won't give up, won't you?"

"Hell no! I need a guy that'll watch my back!"

Lily chuckled fondly. "Alright then, so where is your guild anyway?"

* * *

"We're back!" Cana shouted as she, Lisanna, and Lucy rushed into the guild hall.

"Ah, there you are." Makarov proclaimed. "Did the mission went well."

"We did, but we caused some destruction."

The elder master sighed. "Of course you did." He looked past them and saw Gajeel and a black-furred cat. "And who is that?"

"This is Lily," Gajeel grinned. "My new partner." Practically all of the younger wizards rushed towards them.

"It's nice to meet you, Lily." Erza nodded.

"The same can be said to you as well." Lily responded. The other kids were shocked as his ability to speak.

"What kinda cat are you?" Mira gasped.

"He's actually an Exceed," Cana explained. "A special being with special abilities."

"What kind of abilities?" Lyon asked curiously. He and the others were surprised when Lily transformed to his battle form.

"Wow!" Elfman exclaimed. "Is that take-over?"

"What else can you do?" Jellal asked curiously.

"My ability is not what you call 'take-over,' as young Lisanna uses, but regular transformation magic. I also have the ability of flight and I am well trained in combat." The Exceed explained.

"Is that your sword?" Erza asked, spotting the small form on his back. "It's a fascinating blade."

"Thank you. And as of recently it has been. It's was referred to as the Musica Sword."

"Lily won it when me and him beat a dark mage." Gajeel boasted.

The young wizards continued to ask Lily about himself, who answered as patiently as he could. Makarov smiled, knowing that the Exceed will be accepted easily by the other Fairies.

"Yeah, Lily's awesome, ain't he." Gajeel said. "Definitely better than Blondie's spirits or Ice Prick's animals."

"Hey!" Lyon shouted. "Don't insult my ice magic, Metal Face!"

"Want to go, Pointy Eyes?!" Gajeel covered his hand with metal scales as Lyon's fist was surrounded by an icy mist as the two went at each other.

"Both of you spot fighting!" Erza commanded. "We have a new member and you are embarrassing yourself."

"Oh, let them go at it." Mira said nonchalantly. "It's not their fault you're a stick in the mud."

"What you call me, demon?" Erza growled.

"You heard me, armor-girl!" Mira snarled, and soon the two were brawling as hard as the two boys.

"Oh boy." The other kids groaned.

Makarov walked over to Lily as he watched the four fight. "Bit roudy, isn't it?" Makarov chuckled.

Lily reverted to his smaller form. "It is a tad bit noisy, but they wouldn't fight so much without having a strong bond."

"So, I take it your joining?"

"It would be rude to refuse the invitation."

"In that case, Lily, welcome to Fairy Tail." Makarov grinned. "Now where do you want your guild mark?"

* * *

Present Day

"So that's how you joined." Levy said as Gajeel and Lily concluded their story. "Never knew it was an interesting story."

"Since then, me and Lily had each other back." Gajeel grinned.

"Honestly, I can't imagine my life without joining Fairy Tail." Lily stated with fondness. "It would not have the same excitement and bonds forged there."

"Hey, there you are!" They turned around and saw Mira calling out. "We still have a lot of the guild to fix!"

"Jeez, calm down," Gajeel grumbled as he and the others got up. "We're coming!" And the three headed off, returning to the guildhall that they called home.

 **Man 7054 word total. The longest I've ever written.**

 **Gajeel: Huh, that was a pretty decent story.**

 **Thanks… I think.**

 **Lily: So what about the task I mention during the flashback.**

 **That… will be answered at another time.**

 **Levy: Does it has relation to what Lily's been doing in the previous chapters?**

 **It does, but that is another tail, an** _ **alternate**_ **tail.**

 **Gajeel:...Goddammit, DigiXBot!**

 **Hey, the puns work for Barbara on Rooster Teeth. Anyway, leave a review and follow and favorite if you enjoy. See you next week for the transition to the next major arc.**


	22. A Play of the Ages

**G'Day mates! Time we start another chapter of Alternate Tail. First I like to thank videogamerfan144, TexasBean, CosmicWarrior, MysteryFlower101, HalfBloodDragonSlayer, DanceGirl1031, DarkSoldier41, and Wolv8 for favoriting and/or following Alternate Tail. I also want to thank and respond Sir Something, Cinder Fall 39, and OneWhoCharms for their reviews.**

 **Sir Something, thank you. I glad you're enjoying my story's evolution. They will plenty of changes in the story that will surpise you and startle.**

 **And yes, that was a reference to a certain Halo web series by Rooster Teeth. They'll be a lot of pop culture references here and there.**

 **Cinder, man, I'm glad your still enjoying. And wow, is this really better than the anime.**

 **Gray: Don't go getting a big head over it.**

 **Hey, you think I'm that egoistic?**

 **Gray: Yeah, I kinda do.**

 **Hm. And to OneWhoCharms, I agree, Fairy Tail kids are adorable.**

 **Lucy *Giggling* :You aren't wrong.**

 **Mira: Ara, ara. That chapter brings back so many memories from canon! Gray and Natsu fighting, me beating Erza-**

 **Erza: I'm sorry, what was that. Because I am sure that** _ **I**_ **won most of our brawls.**

 **Mira *Cheerful but with a "don't fuck with me" aura*: Are you sure, Erza? Because I was obviously the strongest of the two.**

 **Erza *Requip to Nakagami Armor* : Want to prove that then?**

 **Mira *Transform to Satan Soul Sitri*: Let's. *Erza and Mira start fighting***

 **Levy *Sweatdropping*: Somethings never change.**

 **Yeah, they don't.**

* * *

 **Alright guys, disclaimer first.**

 **Levy: Right!**

 **Levy and Gajeel: DigiXBot does not own Fairy Tail.**

 **Okay people! With that done, get to your places, it's show time!**

* * *

 **A Play of the Ages**

In the court hall of the Magic Council, the 9 wizards that govern the magical community of Ishgar were ready to make their final decision. They sat firmly in their seats, each of them carrying an aura of authority. And the defendant-

"Gukaoo."

...Was fast asleep. Many of the councilors were irritated and enraged that he be unconscious during the incident. One of the councilors, an old man named Yajima, looked at the defendant with worry, while the youngest councilors Stormorse and Ultear watched the scene with a sense of entertainment.

"Um, Mr. Dreyar? Hello?" A magic council official called out. Makarov quickly woke up. "Present!"

"We're in the middle of the hearing. There's a strict policy against falling asleep during the trial."

The old master laughed nervously. "Of course! Sorry about that! I'll try to keep awake!" A few councilors had to restrain themselves from strangling the man outright.

"As you have heard, the support of Fairy Tail's disbandment is at a record high." The Chairman stated. "However, there has been enough evidence to prove that the guild war was insinuated by a co-conspiracy between Phantom Lord and entrepreneur Thomas Ore, and Fairy Tail only acted in self-defense. Because of that, Fairy Tail has been found," He gritted his teeth. "Not guilty, and will not be disbanded"

Makarov let out a sigh of relief under his breath. "Because of this," The Chairman continued. "Phantom Lord has been disbanded, and its master Jose Porla has been arrested, as well as having his position as a Wizard Saint removed."

"And of Ore?" Makarov asked, wanting to make sure that man couldn't harm any of children.

"That is not of your concern," The Chairman glared. "But killing a Wizard Saint is a high offense. He has been sentenced for 50 years, and his company has been disbanded.

"Unless you have any other concerns, Makarov Dreyar, I believe we are done. Court dismissed."

* * *

 **"** **Aren't you going to thank me for the help, Makarov?" Yajima asked the old master. The two were sitting down at a bench outside the courtroom.**

"I really owe you one, Yaji, or several," Makarov replied to his old friend. "You've been helping us with the council for so many years. Once the guild hall's been repaired, why don't you come over for some ramen."

"That would be nice. Would there be 12 slices of roast pork in my ramen?"

"Twelve slices?" Makarov crossed his arms in refusal. "That's too much!"

"... Do you know how many rules and regulations that Fairy Tail has broken." Yajima stated. "A large amount right after the fourth rule…"

"Fine! You can have twenty slices! Better yet, thirty!"

"That's not needed. Twelve slices are good enough." Yajima sighed. "Do you still remember Rob, Makarov?"

The old master was startled at the sudden question. "Yes, I remember him. It's been so long since we were together. I had to learn of his last years from Mira, and of his last moments…"

"Those were the good old days," Yajima remembered fondly. "You, me, Rob, Porlyusica, and Bob. We were an amazing team. And you were our fearless leader, the hot headed Makarov Dreyar that never backed down and didn't care what people thought of us. But we all grew up and went our separate ways."

"Yeah, Fairy Tail wasn't the same when Rob left."

"My point is that we're not kids anymore. Just old geezers that have to act in different ways to help the world. You're not the same youth anymore, Makarov, you can't afford to be reckless at your age. These days Fairy Tail's actions are becoming too conspicuous. Org and Michello are calling for Fairy Tail to be disbanded. Any step too far by the guild could mean dangerous consequences.

"It's best that you can retire now. At your age, you shouldn't be bearing such a burden. You're not a kid anymore."

Makarov sighed. "I'll think about it."

Unbeknownst to them, another councilor was overhearing their conversation behind a column. "Anything interesting?" Ultear asked as she walked over to Stormorse.

"Nah. Old man Yaji's just convincing Dreyar to retire before things get rough." The scarred councilor replied. "But seems like those Fairies are still fixing up their guildhall."

"Think it might be time, then?"

"Yeah," Stormorse grinned. "Everything's just right to set the plan in motion…"

* * *

"Alright everyone!" Lisanna called out. "Starting today, we're taking on job requests again! You have to excuse the mess around here, but at least you can get back to work!"

All the fairies cheered as they rushed to the mission board, grabbing any available request.

"Glad that job requests are back." Levy said as she sat down at the bar.

"Why's that?" Lisanna asked curiously.

"You have a spare candle?" The girl nodded and pulled out a fresh candle, then placed it on the countertop. Levy then wrote in the air with her finger. "Solid Script: Fire!" The burning construct landed on the candle and quickly deformed into a normal wick.

"You can use free-hand magic!" Lisanna smiled. "Guess you've been practicing these few weeks."

"Since I used free-hand Solid Script to help Gajeel against Natsu, I've been working to make sure it's consistent. Right now it works every eight out of nine times."

"Don't know what could have happen if Shrimp wasn't there," Gajeel grunted as he and Lily walked over to the two. "Probably would've lost."

"My, is Gajeel being modest?" Lisanna teased playfully. "I just Levy's been a good influence on you."

"Hey! I am so mod-" He didn't finish when a table slammed into him.

"Say that again!" Erza shouted, as she glared furiously at Jellal. "Let everyone know what you think!" Everyone's attention was pulled towards the two S-Class. Never have they seen Erza so enraged.

"I don't have any problem with doing so, given that it's the truth." Jellal replied smugly. "That the guild is full of weaklings that only dragged down the guild."

"Bastard…" Mira growled as she walked over to Levy and the others.

"Who does he think he is," Lyon said as he came over to them. "Coming around and shouting his mouth off."

"Do you realize what it meant to be looked down by guilds like Phantom Lord." Jellal snarled. "To be seen as weak because of lowly members." He pointed at Lucy. "Like Heartfilia. She was easily trashed by the Salamander Natsu."

Lucy looked away, a sense of shame covering her. "You be quiet!" Erza shouted as she stood protectively in front of the Celestial mage. "She fought her hardest against Dragneel!"

"How exactly does someone who completely rely on her spirits fight their 'hardest?'"

Levy clenched her fist. _He's too much!_ She thought with anger at the blue-haired wizard. _How can someone like him be a member of Fairy Tail?!_

"And then there's the runaway." Jellal aimed a fierce glare at Levy. "The one who brought her problems to us-"

He stopped when Mira slammed her hand on the counter. "Fuck off, Jellal!" Mira snarled. "Master said that no one in the guild is responsible! Everyone, including Levy, fought their hardest against Phantom Lord!"

"Hardest? This guild is now rubble. If I knew you would fall so easily, I wouldn't have dealt with those Phantom branches." Every single member now had their anger aimed at the man.

"Shut it, Jackass!" Gajeel roared. He transformed his arm to sword-form and slammed it where Jellal was. The blue-haired mage muttered a few words before a golden aura surrounded, and in a blink of an eye he dodged the attack and appeared behind Gajeel.

"Why don't you quit running and fight me like a man, you gutless coward!" Gajeel snarled.

"Oh please," Jellal replied in a bored tone. "You almost lost to the Salamander. How can you hope to even touch me, let alone defeat me." He smirked. "Best enjoy Fairy Tail while you can," He announced to everyone in the hall. "For once I inherited the guild, those who are weak and those that opposes me shall be expelled. I will make Fairy Tail into the strongest guild, a _true_ guild." He laughed as his body glowed and he flew out of the guild.

"Can't believe him," Levy stated in frustration. "As if anyone will let him become master."

"We may not have a choice." Lisanna replied sadly. "Jellal could inherit the guild, because he's Master's flesh-and-blood grandson."

"What?!" Levy couldn't believe a heartless man could be related to their kind and fatherly master.

"Whether we like it or not, he's the most likely to become master."

Levy sighed. "It's not right. Someone who treats their guild members like trash isn't worthy to become guild master."

"It's rumored that Master's been holding off on retirement because of that." Mira said. "But of course, Master hasn't decided on a successor _yet._ " She smiled. "But we shouldn't be wasting time thinking about that birthmarked-bastard. How about you and I do a job together, kid?"

"Really?" Levy replied, surprised.

"Yeah, we'll even bring Gajeel, Lyon, and Lily along."

"What!" The three other human wizards shouted.

"It makes sense." Lily reasoned. "The five of us have been drawn together since the Eisenwald incident. Practically a team."

"So this is the first time they realized that?" Wakaba asked while playing cards with Macao and Cana.

"I know, they've been on so many adventures the rest of us knew their a team." Macao replied

"But this is the first time Mira's admitting it's official." Cana said.

"So what do you guys say," Mira asked the four. "You're in?"

Levy held a bit of doubt as she rubbed her arm consciously. "Are you sure you want someone like me on your team."

"No, we want you exactly on our team." Mira grinned. "No one else got the same strength and determination as you."

"Ghi, hi," Gajeel chuckled. "Just won't feel right without you."

The Solid Script mage smiled. "Alright then, I'm in!"

"Fairy Tail's strongest team is here!" Vijeeter cheered as everyone joined in.

"Hang on, Levy's one of the strongest?" Wakaba asked skeptically.

"She's already got a few wins under her belt." Alzack suggested.

"After hearing what happened she did to that Ore guy, I think she's on league with the rest of them." Bisca added.

"Strongest team, maybe." Jet said. "But a team with the likes of Mira and Gajeel is more like Fairy Tail's _fiercest_ team."

"Each one of them are scary in their own way." Droy shuddered.

"I have to work with him!" Gajeel and Lyon growled as they glared at each other.

"That's enough, you two." Mira stated, as she pulled out a job request. "Already picked out a job. An illegal magic school in Lobinasu City's rural district. You guys with me?"

"Yeah!"

* * *

That evening, Makarov drank from a mug as he sat on the frame of the still under construction guildhall. After finishing his drink, he stared out into the city. "Retire, huh?" He thought out loud.

"The new guildhall is coming together well. And a new guildhall might need a new master, but who?"

"Gildart would be the right choice, but his wandering heart keeps him from staying too long.

"Then there's Jellal. Intelligent and powerful. But his arrogance will become a threat to the guildhall and to himself. He's not ready for that role…

"There's Mystogan, but he's a complete recluse. And his obsession with that mission of his will keep him from being the master the guild needs.

"That leaves Erza and Mira. Erza would be an ideal choice, her serious nature could help reign in the guild. But that strictness would be a double-edge sword, and her temper will just cause more problems.

"Mira's can be both intimidating to her foes yet caring to her guildmates at the right moments. But in her heart, she's a wild child, and her rebellious nature will put her against the Council. And both she and Erza are too young, yet they might be my only options…"

"There you are Master." Makarov looked down and saw Lisanna carrying a stack of papers.

"Hmm?"

"Something's happened again." She said in her cheerful optimism. "Mira-nee and her team completed the job, but they destroyed half the town!"

"What!" Makarov gasped as he became a ghostly pale.

"The council is demanding we sent a written apology." Lisanna looked up and saw the petrified old man. "Master, is something wrong?" She asked in worry.

"I can never retire at this rate!" Makarov cried.

* * *

"Urgh!" Levy groaned as she collapsed onto the bar the next morning.

"Guess it was rough?" Lisanna asked as she wiped a glass.

"Rough's an understatement." Levy groaned with her face on the countertop. "Gajeel kept crushing an entire street, Lyon's ended up freezing what wasn't destroyed and then some. And don't get me started on your sister! Because of the destruction, we had to pay it out of our own reward." She turned around as saw Gajeel and Lyon standing by a pool table. "Those guys are just destructive and yet they act so carefree."

Gajeel transformed his arm into a metal cue stick, and aimed it carefully at the cue ball. "Watch and learn, stripper." Gajeel grinned as he thrust his cue stick into the white ball that it not only scattered the other balls, but send one ball flying through the table's edge.

"Ghi, hi, six balls!"

"Are you kidding?!" Lyon protested. "There's only five. One's off the table!"

Levy facepalmed and faced Lisanna with grief. "I think they get a rise from the destruction. That would explain so much." She sighed. "At this rate, I'll never get enough for my rent…"

"Actually, that won't be a problem." Lisanna said. "I've been keeping a job that's just right for you, and there's no way for Mira-nee and the others to destroy things."

"Hmm?"

* * *

"Wow, Onibus." Levy said as she and her team came out of the train station (Or in Gajeel's case, dragged out by Lily). "We haven't been here since the Lullaby incident."

"Urg, yeah, that's nice, whatever." Gajeel groaned as he got up, "So what we're doing here again?"

"Don't you remember?" Levy asked. "We're here to help with performance at Onibus Town Theater."

"Perform, huh?" Gajeel grunted. "If I knew that we that I would have brought my guitar. Give them a show they would die for." Unbeknownst to the two, their teammates turned a ghostly white at his statement.

"We're not here to perform," Levy chided. "We're just here to open the play. Mira will do some transformation, Lyon's going to make some ice creatures, Lily will demonstrate his sword skills, I'll use my Solid Script magic, and you'll use your metal magic. We're just small acts to get the crowd ready for the play."

Behind them, Mira, Lyon, and Lily sighed in relief, knowing Gajeel won't be performing. Luckily the Dragon Slayer didn't notice.

Much latter the five arrived at the theater. They were surprised at its size, reaching two stories and spanning half an acre.

Lyon whistled. "Man, this place is huge. Bet the plays here are pretty popular."

"Um, excuse me," The main entrance opened a gap and a short man with a flat purple haircut and a mustache came out partially. "Are you the Fairy Tail wizards?"

"That's us," Mira responded. "You must be Rabian. We're here to help with the play."

"I thank you for responding to my request," Rabian replied. "But there's a small problem..."

* * *

"What?!" Levy exclaimed. "Every one of the actors just left?" She and the others were sitting in a dressing room in the theater.

"Yes," Rabian answered, half hidden behind a curtain. "thank you."

Lily sweatdropped. "What are you thanking us for?"

"The performance had received a bad review not too long ago. The actors were so scared of what could happen by staying, so they quit and left the town."

"Well that stinks." Mira muttered under her breath.

"That's not the only thing. I quit my job years ago to pursue my love of the arts and opened this theater. But my wife couldn't stand me chasing such a dream and left!" Rabian started crying. "This theater is all I left! I'm truly thankful for you guys!"

"...For listening to your story?" Levy asked, worried about the state of the man.

"Just like I said. If you guys didn't come, I would have to close down the theater." He sighed. "But I suppose one last set of acts could help guide it to the end."

"No way," Mira said, standing up. "You need actors, you got them right here!"

"What?" Rabian wiped away his tears.

The other fairies stood up. "She's right," Levy agreed. "This is too important to you. Plus, it could be fun."

"Your dreams are too important to die," Lyon stated.

"We'll help you keep bring them to reality." Lily added.

"You can count on us!" Gajeel grinned.

A glimmer of hope soon appeared in Rabian's eyes. It looked it was about to grow…

"Oh well," He said disinterestedly. "If you guys want to do so badly, then go ahead. I got nothing to lose with amateurs performing."

"You know, this is a good time to be thanking us." Gajeel grumbled.

* * *

 _We only had one week to prepare for the performance._ Levy wrote in a letter later. _We rehearsed..._

Lyon stood proudly on the stage as he read his lines. "I am Prince Frederick!" He exclaimed with enthusiasm. "And I have come to rescue the fair maiden, Yanderica!"

"Man, who would of known Lyon was a great actor?" Levy asked as she and Mira watched the ice mage perfect performance.

"Well, every Fairy Tail wizards got some sort of secret talent." Mira stated.

"Ice prick, better not steal the show." Gajeel grumbled as he and Lily set up the props.

 _...Distributed flyers…_

Both Lily and Mira took flight and dropped down the flyers onto the streets of Onibus. They made so many that they even sent some to familiar locations such as Magnolia and Galuna Island.

 _..And worked our hardest…_

Mira led her teammates in a dance routine, getting their bodies ready for the intensity of the performance.

 _We've put everything we had into preparations that we ended up enjoying it every step of the way._

"Everyone!" Rabian called out to them during the last rehearsal before the play. "I hate to interrupt, but some fans are here to see you."

"Fans?" They all asked. They went outside and saw a unique group of people there.

"Yo!" Makarov called out. Not only he was there, but also Lisanna, Elfman, Yajima, Bob, Goldmine, Ooba, Moka from Galuna Island, the former-Eisenwald chicken-man, Tora the Eminence, and Boze and Sue from Phantom Lord.

"Man, what are you guys doing here?" Lyon asked, as he and the others were shocked at the amount that came.

"We couldn't just miss your debut." Lisanna replied.

"We know you guys will make a manly performance!" Elfman eagerly added.

"Thanks for coming, guys," Mira said. "This means a lot."

"It's been so long since I've seen a play." Makarov said fondly.

"I'm really glad for the invitation, Maky." Yajima stated.

"Long time no see, sweetie~." Bob cooed at the fairy team.

"You better break a leg," Ooba said, then spun herself around. "I'm spinning for excitement!"

"It's great to hear about you guys." Goldmine said.

"Meat!" The chicken shouted in joy.

"Hey," Gajeel said, walking over to Tora. "I remember you."

"Fake Black Steel," Levy sweatdropped. "Didn't expect you to show up."

"After that night at Hargeon, Gajeel crushing me in his ironjustice brought me to light." Tora explained dramatically. "I have turned over a new leaf and no longer use my charms to swindle girls."

"Or capture them for slavery?" Lily deadpanned.

"That too!"

Levy turned around and saw the two former Phantom Lord wizards. "You guys came too?"

"Gajeel really impressed us when he took down Natsu," Boze answered. "So want to give him some support of our own."

"And we even brought a gift." Sue said, pulling out a frozen slab of meat.

"Alright!" Gajeel shouted.

"Meat!" The chicken-man yelled.

"Couldn't you at least heated it first?" Levy asked.

"It's not for you." Sue explained. "It's for the white bear." She handed the meat to Lily, who sweatdropped. "Um, thank you."

"Hey!" Gajeel yelled. "Lily ain't a bear! He's an Exceed!"

"How does she get those mixed up?" Elfman asked.

"Perhaps she's color blind." Yajima suggested.

"But girls can't get color blind." Tora inputted.

"You know that's just sexist." Lisanna scowled.

"They also say girls can't ejaculate either either. But guess what!" She blushed when she realized what she said. "Just ignored what I just said."

"That doesn't explain the bear part." Lyon deadpanned.

"Forget the colors!" Moka declared. "When will you destroy the moon?!"

"Sir, you already know the moon wasn't responsible for what happened on Galuna." Mira explained.

"You can never be too careful!"

"If this is how excited the crowd is now," Levy said. "Just imagine how intense it'll be later."

* * *

The evening of that day, a large line was formed outside the theater. Everyone eagerly got into their seats. The two Strauss siblings, the masters, Moka, and Yajima sat down at a balcony. Raiban looked at the completely filled seats with joy. "My dream is about to come to life!"

The lights soon dimmed and the orchestra gave an opening number. "Okay guys," Mira said to her teammates. "Let's break a leg!"

"Right!"

A narrator began speaking as the curtains pulled away. "~Many years ago, of a place time has flow. There lived a prince, who was so alone. His heart cried out, his voice called out! To find the one he sought. He found her, in an enemy nation. She was the princess of that land, a kind and compassionate girl. But her father refused to let her be in love with the rival family, so he sent her the mountains. Now Prince Frederick, ventured to the mountains, to find his love Yanderica."

Lyon stood proudly on the stage, dressed in stylish blue military wear and having a sword at his hip. Many were mesmerized at his cool and elegant stance...

...But the mesmerization faded when he was unable to speak a word.

"The hell?" Gajeel whispered as he and the others watched from the back. "He's actually freezing up?"

"Of all the…" Mira groaned. "He has stage fright?"

"I don't think he'll last long out there."

"M-my name i-is Prince Frederick!" Lyon stuttered as his body shook with nerves. "A-and I have c-come to save the princess!"

"That's not good." Tora stated from his seat. He turned to the two ex-Phantoms next to him. "He's seems nervous."

"Obviously he's acting like he's nervous for effect." Boze replied.

"Now that's real acting." Sue agreed.

"You're joking, right?" Tora asked.

"A-and I wield the power of the frozen north!" 'Frederick' stated.

"Oh no!" Levy pulled out the script. "This is going badly! He's on a different scene altogether!"

"W-witness the beauty of ice!" He pulled his hands together and formed ten eagles. Unfortunately, he was so nervous the flew off in random directions and nearly crashed into the audience.

"Oh, I guess it's a 3-D performance!" Ooba exclaimed excitedly.

"I didn't know play do this these days." Yajima nodded. Makarov didn't respond, feeling dread for the future damage cost.

"Now it's even worst!" Levy groaned. "He's completely falling apart!

"Well, what can we do now?" Gajeel grunted.

"We'll just have to improvise around him and save the show!" Mira declared. "Levy?"

"On it." She ran behind the stage.

"...Can I at least go on now?" Gajeel grunted.

"Just wait for your cue!" Mira hissed

Levy came onto the in an elegant blue princess dress, slowing lowered down while tied up in rope.

"Oh, Freerick, please help me!" 'Yanderica' cried out. "I've been held hostage by that monster Sieghart!"

"Who's the Sieghart guy?" Tora asked the giant chicken-man next to him, who just shrug while mumbling meat.

"A guy trying to save time?" Bora suggested as a joke.

"I am the great Julian!" Mira declared as she strut in a black suit and cape. If the girls weren't already enamored with Lyon, they were definitely falling for the villain, despite his androgynous figure.

"I thought his name was Sieghart?" Goldmine asked.

"Alright!" Elfman exclaimed. "Nee-San's going to kick Lyon's ass!"

"Elf-Nii-Chan," Lisanna shushed. "You'll disrupt the play. And Mira-nee's playing the villain, remember?"

"Oh, right. Sorry!"

"If you wish to save the princess, you must beat me in a duel!" 'Julian' declared

"This play makes no sense." Moka said.

"But they're such gifted actors." Bob responded.

"I-i cha-challenge you to a duel!" 'Frederick' responded. But his body turned blue as he felt himself becoming frozen.

"Great," Gajeel groaned. "He completely lost it."

"There might be some hope." Lily grabbed some sparred rope and flew above the three actors. He used them to lasso Lyon's limbs and mouth.

"Now we shall fight!" 'Frederick' declared. Though Lily's voice and Lyon being used as a marionette limited the scene.

"That's the best you came up?!" Mira hissed, breaking character for a second.

"It's all I could do at this time!" Lily protested.

Luckily, Lyon recovered from his nervous state, then he froze up the ropes and freed himself.

"I am back!" 'Frederick' replied. "The mighty marionette from the heavens has given me the strength I need!"

"Then face your doom at Lucifer's Claw!" 'Julian' transformed his hand into a demonic arm and held it out.

"Then face my mighty ice!" 'Frederick' sent a flock of ice eagles at the villain, and his fell so easily it seemed fake.

"That was so weak!" An audience member complained.

"Oh, Prince Frederick!" 'Yanderica' swooned as 'Frederick' untied her. "Thank you for saving me!"

"Yes!" 'Frederick' responded kneeling on one knee before her. "You and Julia can now have thirty-three babies!"

"...That's mixed up!" Levy hissed

"I'm confused," Boze said. "Is this play supporting LGBT now?"

"Maybe he's suggesting a three way?" Sue suggested,

"Hold on," Tora blinked. "I thought Julian was a dude."

"These plays are definitely unique." Makarov stated.

"I'm rather enjoying it, myself." Yajima replied.

They're really putting everything out there like men!" Elfman whispered.

"Don't rest in the calm before the storm!" 'Julian' marched right back onto the stage. "For death awaits thou. Come forth, my dragon!"

"This is my big break!" Gajeel roared as he entered the stage in a makeshift dragon costume. Lily, in his small form, attempted to hold on to the dragon by rope as Gajeel used a flamethrower to send fire from the dragon's mouth. Most of the audience winced in fear at the spectacle.

"It's Gajeel!" Boze and Tora cheered.

"And the white bear!" Sue added.

"Urgh!" 'Julius' growled. "This monster is too out of control! We must vanquish the beast!"

"Let us work together then!" 'Frederick' agreed.

"Wasn't Julius the one who summoned it?" Ooba asked. "This play is spinning in all directions!"

"I'll take care of the dragon!" 'Yanderica' declared. "You two get to safety!"

"Okay!" 'Frederick' and 'Julius' ran off the stage, leaving the princess to face the dragon.

"Oh, a strong female character." Bob cheered. "Such a progressive story."

"I never knew Lyon was a player." Lisanna joked.

"I never knew he was into boys." Goldmine quipped.

Meanwhile, Lily was strained as he struggled to keep hold of the dragon. He was in his small form to hide more easily from the audience (But not very well), but this form was not strong enough to hold Gajeel while he wore the heavy costume.

"Have to… transform!" He gritted. Unfortunately,his hold on the rope failed, and Gajeel came crashing down onto the stage. When the dust faded, Levy screamed as fire from the flamethrower has lit the end of her dress.

"Lyon, help me! Give me some ice!"

"Right! Ice Make!" But in his haste Lyon accidentally froze Levy solid. "Um, oops?" He replied sheepishly at Levy's frozen furious expression.

"Gah!" Gajeel yelled as he burst from the costume and threw away the flame thrower. "What the fuck is with people thinking all dragon's breath fire! They don't always breath fire!" In his anger the flame thrower started setting the stage up in flames.

"Gajeel, you idiot! You're destroying the set!" Lyon shouted.

"Least I didn't turn the Shrimp into a popsicle!" The two started to brawl, causing further damage to the theater.

Mira growled as she marched back onto the stage. The audience shrieked when she transformed into her Satan Soul, then smashed the ice prison to free Levy. "Would you two stop messing around!" She shouted at the two hotheads as she charged right at them.

Lily landed on the ground and transformed to battle form. "I'll stop them!" He entered their brawl in the attempt to end their squabble but only ended up adding to the damage.

"I got a bad feeling about this." Levy moaned as the theater started shaking from the damage. The entire building fell apart into rubble, leaving only the stage and the main seats.

"Oh my, so much spirit." Bob said, popping out of the rubble that was once the balcony.

"Why does this keep happening to me?!" Makarov groaned as he emerged.

"Maky, you probably should consider retiring." Yajima suggested.

"Those kids need twenty spin to get some self control!" Ooba stated, coming out.

"It's the curse of the moon!" Moka declared.

Levy faced the audience. "Um," She managed to smile. "And scene?" The entire audience burst into applause.

"Bravo!" "This was amazing!" "No play like this!" "Those actors were amazing!"

Everyone enjoyed the craziness of this play, and they were definitely enjoying the four Fairies going at each other.

"They've loved it!" Rabian cheered. "They actually love it! My dream lives!"

* * *

One week later, another line was formed as the people waiting eagerly for the next showing of "Frederick and Yanderica." Everyone was excited. Well, almost everyone…

"I can't believe how many people came to see this play. And thanks to those lousy actors!"

"A compliment, would be appreciated." Lily let out as he and the others were fatigued from so many performances.

"Just give us our money." Gajeel groaned.

"Three plays a day," Lyon moaned. "Too much!"

"Get to work, you lazy bums!" Rabian commanded.

"What is with this guy?" Levy groaned.

"Can't we go home already?" Mira sighed.

* * *

"Finally!" Gajeel groaned as he and other arrived at their guild hall that evening. After many days of performing, Rabian finally found some new actors and let the five go. They sat down at the bar.

"They say that show business is grueling," Lily said as he collapsed onto the bar top. "But that was much more tiring than any mission we have."

"I can never step onto another stage as long as I live." Lyon moaned.

"Guess there's is a positive," Gajeel grinned. "We don't have to look at your shitty acting."

"Shut it metal face! As if your singing is any better!"

"Oh yeah!" The dragon slayer tried to get up, but he ended up falling back down. "Aw, forget it! I'm too tired to fight."

"Same."

"Urg," Mira groaned. "First thing I'll do is take a warm bath… for two days straight!"

"I had enough acting to last me a lifetime." Levy agreed.

"We've seriously need a vacation."

"Hey guys!" Lisanna walked over to them. "So how did your acting business go." She winced when all five moaned with discomfort.

"That bad?"

"Actually, it went well," Levy replied. "Too well."

"Ah, you five are back." Makarov greeted, walking over, pulling out an envelope. "That's good. I just received a letter from the magic council…"

"He did it!" Gajeel and Lyon pointed at each other wildly.

"It's not for you two." The old master replied sternly. "The letter is for Levy."

"Me?"

"Are you sure, Master?" Mira raised an eyebrow. "Levy isn't destructive, unlike those two." She pointed at the now feuding boys.

"It's not a complaint, for this time," Makarov replied as he handed the envelope to Levy. His eyes seemed to carry worry for the child. "It's about her grandfather."

"What?" Levy pulled out the letter, and began reading the content. "To Levy McGarden, the magic council had before sent condolence to you for Joseph McGarden's passing-"

"Condolence?" Gajeel interrupted.

"When a Wizard Saint passes away, the Magic Council will send a gift of condolence to the Saint's love ones, either a sum of money if they need sustenance or acting on the Saint's will." Makarov explained.

"But upon learning that his death was orchestrated by mining entrepreneur Thomas Ore, we believe you should receive reprimand for his actions. During the confiscation of his property, we have acquired these tickets that Ore planned on using. We hope you will enjoy them. Sincerely, The Magic Council." She pulled seven tickets from the envelope, and was surprised what they were for. "These are tickets for a resort at Akane Beach!"

"Akane? That's suppose to have an awesome hotel." Gajeel realized.

"Awesome's an understatement," Lyon said. "The resort there's supposed to 5-star !"

"But don't you think it's rather strange that the council would do this." Lily inputted.

"Now that you mention it, yeah" Levy stated. "Like they just said, I've already received a condolence when Grandfather died."

"And finding out how he died shouldn't make them obligated for another." Makarov stated.

"What do you think, Master?"

"This seems too suspicious. However, the final decision is yours."

Levy pondered on this before turning to Mira. "You said we needed a vacation, right?"

Mira grinned. "You're right. We shouldn't look a gift horse in the mouth. And if it is a trap by the Council, we can take it on.

"So five tickets, who're you going to bring?" Lyon asked.

"You guys of course." Levy smiled at her teammates. "Can't imagine who else to spend it with."

"Alright!" Gajeel pumped his fist.

"Never stayed at such a cool place!" Lyon smiled with excitement. "Thanks, Levy!"

"You don't mind me going without you and Elfman, right?" Mira asked her sister.

Lisanna waved her off. "It's alright, Mira-nee. You guys deserve a weekend off. Just think of it as a team building exercise."

"Guess I'm in too!" Mira responded to her teammates.

The five members of Fairy Tail's Fiercest Team cheered, and rushed off to pack for their trip.

 _It seemed like such a happy memory. Seeing all of us in joy, seeing Mira smile so much. But I didn't know back then, that that smile would soon vanish..._

 **And, scene! Well, that little filler's all done. Now for the next major arc…**

 **Lyon: Seriously? First the thing with Merudy, and now the stage fright! What the hell is that about!**

 **Hey, it's just a little humor. Plus, if I had Mira be the scaredy-cat on stage it'll be too repetitive.**

 **Lyon: But I performed on stage before and never had problems.**

 **Um, creative license.**

 **Erza: Don't worry, Lyon. I will help with your discomfort in performing for a large crowd! You will soon crush your fears and face the audience with a warrior's spirit!**

 **Lyon: ...great.**

 **Gray *Whispering to Natsu*: Seriously, Lyon's suppose help from another person with stage fright.**

 **Natsu: Now I feel even more sorry for the guy. Being stuck with Erza is one thing…**

 **Erza *Scowling*: What was that, Natsu?**

 **Natsu *Panicking*: I mean Lyon's going to get a lot of help from Erza-san!**

 **Hm, I sense a lot of problems coming up for those guys. Anyway, next chapter will set the team to face a powerful enemy that strikes like lightning. Eh, eh! Anyway, leave a review and subscribe and favorite this story, cause that's all folks!**


	23. Night at Akane Beach

**~Boys and girls of every age, wouldn't you like to read something strange?**

 **Levy: What are you doing.**

 **Come with us and you shall see, this our story of Alternate Tail.**

 **Merudy: I'm guessing he's into the Halloween spirt.**

 **This is a fanfiction, this is a fanfiction!**

 **Lily: He has offically lost all sanity.**

 **Canon shall scream in the dead of night!**

 **Gajeel: Not like he much sanity in the first place.**

 **This is a fanfiction, everybody make a scene! Read and review till the haters gonna die of shock!**

 **Lyon: It was a matter of time before he got pushed over the edge**

 **It's our story, everybody read! In this story of Alternate Tail.**

 **Gajeel: Done yet?**

 **Yeap! For my lovely fans, I give you this chapter one day early for Halloween. Consider a treat and not a trick. Eh, eh!**

 **Mira: You really should downplay on all the jokes.**

 **Wow, tough crowd. Anyway, want to thank Hellfire Dragon Knight and NieQrieNia for favoriting and following this story. I also want to thank OneWhoCharms and Cinder Fall 39 for their reviews. Glad you're excited for this arc, and that you enjoyed the last chapter, OWC.**

 **And to SulliMike23, what happens to Laxus will be revealed** _ **real**_ **soon. And yeah, he's not Makarov's grandkid in this story. Like I said in chapter two, some Family relations will altered for plot.**

* * *

 **Mira, this arc is your spotlight. Take it away!**

 **Mira: Of course, DigiXBot does not own Fairy Tail. Hope you all enjoy~**

 **I also don't own This is Halloween, which I shamelessly parodized.**

* * *

It seemed like such a happy memory. Seeing all of us in joy, seeing Mira smile so much. But I didn't know back then, that that smile would soon vanish...

* * *

The sun shined brightly as Fairy Tail's Fiercest Team, all in their swimwear, walked across the golden sand. Levy was wearing a white-and-orange two piece, while Mira looked confident in her black bikini. The boys all wore swim trunks, with Gajeel wearing a navy blue pair, Lyon wore a green pair with yellow side, and Lily was in orange swim trunks.

During the day they had a plethora of activities:

"Man, you can really see the bottom!" Lyon was looking through the ocean's surface and watching the numerous creatures in the water.

"Speaking of bottoms," Lily sweatdropped in the water next to him. "You're trunks are missing."

Unknown to them, a certain pink-haired girl was watching them in amusement. _These guys are crazy!_ She chuckled inwardly. _Though you have to love their spirit._

"A little bit to the left!" Gajeel guided Levy, who was blindfolded, as she held a bat over her head, ready to use it to smash a watermelon. "Now to the right… right there!"

"Hai!" The Solid Script mage brought down the bat, but instead of her target (Which was taken by Gajeel in secret), she ended up hitting a very muscular man's head.

"Sorry!" She yelled as the bruised man chased her across the beach. "Gajeel!"

"Ghi, hi, hi!" Gajeel laughed. "You're way too gullible!"

Levy was able to get her revenge when she got Gajeel onto a speedboat that she rode across the bay. Needless to say, Gajeel was beginning to regret his prank as bile built up in his mouth.

Much later, the Fairies played an impromptu game of volleyball. It was Gajeel and Mira vs Levy and Lyon. A current match was easily balanced until Mira landed a strong spike, blasting sand all over. The four Fairies laughed after that, while Lily drank his Kiwi Juice in peace. It seemed this day could last forever.

* * *

As the sun started sinking into the sea, Mira was lying peacefully on a beach chair in the balcony of the team's suite. _That… was the best vacation I ever had._ She yawned, and slowly drifted to sleep.

* * *

 _In a large tower, the cracks of whips echoed throughout as hundreds of slaves dragged large cinder blocks. The enforcers roared at them viciously to work harder. A pile of these blocks collapsed, and many fell onto a white haired girl who had a purple scaly arm. One of the slave drivers shouted at her, raising his whip ready to punish her. The girl cried, as her fear started to consume her._

" _Oh Mira. Freedom… is nothing but a lie…"_

* * *

The Demon Takeover mage awoken quickly, breathing heavily as she regained her surroundings.

"It was just a dream." Mira said to herself as she walked through the sliding doors back into the suite. She stared at her reflection on the glass before transforming to her generic Satan Soul.

"Mirajane." Her reflection spoke to her.

"Hey Beelzea." Mira replied.

"You had that dream again, did you?"

"Was it that obvious?" Mira laughed morbidly.

"I went through the dream the same as you." Beelzia replied. "After all they were _our_ memories, _our_ pain…"

Mira sighed at sat down on one of the beds, and Beelzea mirrored her. The demon soul stared at her with disgust. "Look at you. After that incident with your siblings, you've became weaker. The Mira before showed rage to nearly all, yet now you're starting to share that kindness reserved for your blood to more and more people."

"Kindness isn't a weakness." Mira scoffed.

"You really believe that? You want to be betrayed again, just as Lax-"

"Don't say his name!" Mira snarled, getting off the bed. Beelzea stopped, but she still glared at the girl.

"Mira?" The take over mage reverted her Satan Soul and Beelzea vanished. "You can come in." She called out.

Levy walked into the suite wearing an orange tank top and white shorts. "You okay?" She asked worriedly. "I heard some yelling…"

"I'm fine." Mira stated firmly. "So what you wanted to talk about?"

Levy still had concern for her friend, but she began her message. "There's a casino in the basement. The guys are already there. Wanna come?"

Mira grinned, knowing she can put away her nightmares for a few hours. "Sure thing, though we should get get changed first."

* * *

At the casino, the numerous tourists were having fun at all the rides and attractions it had to offer.

Gajeel was at a large machine shaped like a Gumball machine, where numerous balls, each covered with a number, flew rapidly inside. He was using a control panel at the machine, where he repeatedly a button with the number 17.

"Come on!" Gajeel grunted as he continued pressing. "Seventeen, seventeen, seventeen!" Five circles in an x-shape were constantly changing the numbers displayed on them. Eventually they stopped with three 17's forming a diagonal.

"Yes!" However, the center circle suddenly became a 16, and the x-shaped collection glowed red.

"Fuck!" Gajeel shouted, and he began banging his fist on the control panel. "I was so close!" He turned around to his partner, who was drinking another cup of kiwi juice. "Lily, help a guy out here!"

The Exceed sighed. "Gajeel, you know I have no interest in gambling…"

"Well, at least give me some support. This piece of shit keeps cheating me!"

"Um, sir," A casino employee walked over nervously. "Please don't do that!"

"That thing was on 17 for a second, then it just changed! This thing is ripping me off!"

"That's how gambling works…" The employee sweatdropped.

Meanwhile, Lyon was at one of the tables playing a round of poker. The ice mage was wearing a light blue dress shirt and black slacks. "Full house." Lyon said calmly as he showed off his cards. The other participants groaned as Lyon collected his winnings.

"You have some real skills." A woman's voice said.

"Well, it's all about keeping a good mask of…" He stopped when he realized whose voice that was, and turned so fast that he almost got whiplash.

"Sup." Merudy greeted calmly. At the moment she was wearing a red cocktail dress, as well as a necklace with a Fairy Tail pendant.

 _Is this a dream?_ Lyon thought, his body numb from the shock. _Is the angel that was trapped with the phantoms really here?_

"It's Lyon right?" Merudy asked. "Are you okay?"

The ice mage quickly regained control and tried to show a sense of confidence. "Yeah, that's right. And you're Merudy."

The girl nodded, but a loud scream turned their attention back to Gajeel. "Why does this keep happening?!"

Lyon sweatdropped. "We should talk somewhere else."

As the two left the room, Gajeel continued growling at the machine, despite the protest from the employee. "I saw that I was going to win! You can't fool me!"

"Boy," Gajeel stopped his rampage and turned to the sound of that voice. "When you in a place like this, you either play nice like the rest of the grownups or hit the jerks, ya hear me." The man that said this dressed like a mobster from an old movie, with a dark-blue suit, a porkpie hat, a pair of sunglasses on his face, and a cigarette in his mouth. But what was truly shocking was that the man was rectangular in design, with parts of his body being block-like in form.

"Square?!" Gajeel exclaimed in shock. Lily flew to his partner and faced the stranger. "Who are you?"

"Let me give you some advice." The man said, spinning in the chair he was in. "They be two paths to take. Either live life in a dandy fashion…" He stopped spinning, and his legs then vanished. Suddenly two pixel braces appeared and trapped Gajeel onto the machine Gajeel just played.

"Gajeel!" Lily transformed and scowled at the block-man, who was floating above the chair. "Let him go!" The Exceed was startled when one of the block-man's arms vanished. He didn't see it materialized behind him with a gun, allowing the arm to shoot him down and revert to his smaller form.

"Lily!" Gajeel yelled. The block-man transformed his remaining arm into a blockish-shotgun and aimed it at the Dragon Slayer. "Or," The man continued his statement. "You die a jealous poser."

* * *

At a bar further off, Lyon and Merudy were discussing. "I've heard that Phantom Lord got disbanded." Lyon said. "Must have been rough."

"A bit," Merudy replied. "But I've been doing well as an independent wizard."

"You can join Fairy Tail," Lyon suggested. "I- I'm mean, I'm guessing because of the pendent."

"Yeah," Merudy smiled as she held onto her pendant. "You guys gave a good impression when Phantom Lord fought you guys. I want to join a guild that cares for its guildmates, the type of guild you demonstrated." She sighed. "But since I was with Phantom Lord, it won't be easy to get your master to accept me."

"I can put in a good word for you."

"That's alright, but I want to prove myself to your guild mates, not just you."

"Lyon Vastia?" Both turned around and saw a large, muscular man with an iron guard over his mouth, an eye-patch over one eye, and a turban on his head.

"That's me," Lyon scowled at him. "Who's asking?"

The man raised his hand, covering it in shadows before slamming onto the bar. Lyon and Merudy barely moved away before it released a power explosion.

"What the hell you think you doing?" Lyon snarled as he pushed off the remains of the explosion and many of the civilians fled off.

"Tell me…" The man said calmly. "Where…"

* * *

"...Is Mira?" The block-man interrogated the dragon slayer. He spit out his cigarette as he detached his arm-gun and moved it closer to Gajeel.

Gajeel growled back. "Why the fuck you want to know?"

"I know you be part of that Fairy team with her." The block-man responded. "Now start singing."

"Bite me!" Gajeel's opponent just pushed his arm-gun into the slayer's mouth. "Why don't you bite this."

* * *

Neither Levy nor Mira seemed aware of the other incidents while they were playing blackjack, except for when they they heard the explosion.

"What was that?" Levy asked.

"Probably fireworks," Mira suggested. Both she and Levy were well dressed at the moment, with Mira wearing a stylish violet dress and Levy wearing a light blue dress. "But at the moment," She placed down her last card, leaving a total of 17 against the dealer's 21. The sideliners were astonished at her victory, and the old dealer exasperated at his lost.

"Alright Mira," Levy grinned. "Look's like lady luck is on your side."

"Time for a dealer change." A young man with tanned skin and spiky blond hair in the casino's uniform said. The older dealer nodded and the young man took his place. "You're pretty good, want to try me on."

"Hell yeah." Mira smirked, her eyes closed in triumph from her victory.

"Then let's play a special game." He dealt out five cards. When Mira opened her eyes, she was shocked when the cards respectively contained the letters 'D,' 'E,' 'A,' 'T,' and 'H.' "But we don't bet with coins, we bet with our lives." Mira looked up at the dealer, and paled at his dark green orbs. "Shô?" She gasped.

"It's been too long, Nee-san." Shô replied with a smile that showed a semblance of madness.

"You know this guy, Mira?" Levy asked. Mira ignored her as she stared in shock at the youth. "You're still alive?" She asked in shock.

"Alive?" Shô questioned.

Mira realized the implication, and started to sweat nervously. "No… I meant…"

* * *

"I ask again." The giant of the man said to Lyon. "Where is Mirajane?"

"Why should I tell you?" The ice mage questioned.

"So that is how it'll be." The man raised his hands to launch another attack, but he stopped when three blue energy blades hit him, causing him to flinch in pain as they vanished.

"Go!" Merudy shouted to Lyon as she stood in front of him.

"But-" The ice mage stopped when she glared at him. "This guy's after Mirajane. You'll have to keep her safe."

The man regained himself, then stopped as if he heard a sound. "Hmm." He said as he placed two fingers on his forehead. "You found her already?" He asked out loud, confusing his opponents. "I see, then I'll just clean up some things on our end." He brought his hands together, then separated them with his index and middle finger outstretched and the rest bent, and all off the light in the casino vanished, covering everyone in complete darkness.

"What's going on?" Lyon questioned.

"This is the lineage of darkness magic," The man explained coldly as he prepared to attack the two. "Dark Moment."

* * *

"Wha wiff wa wife!" Gajeel shouted with the gun still in his mouth as the room became pitch light, with only the targeting beam from the block-man's hand being the only source of light.

"End of the night for you, boy." The block-man said victoriously as he unleashed his attack. Any protest from Gajeel was blocked out from the sound of the gun's release.

* * *

"Gun shot?" Levy recognized the sound as she and Mira stood in total darkness.

"What's happening?" Mira questioned. When the lights came back on they were shocked to see that Shô had vanished.

"I'm right here, Nee-san." Shô said from behind them with a deck of cards in each hands They turned around and saw that the entire casino was now empty besides the three of them. Shô dropped all the cards onto the floor, and the two girls were shocked that the missing bystanders were now trapped in their own card.

"What did you do to them?!" Levy practically screamed.

"You-" Mira realized what happened. "You can use magic?"

"I learned to use, thanks to him." Before Mira could question him further, two orange tubes appeared and tied up Levy, with her legs and arms tied behind her. The tubes pulled her to a table, where a brown haired girl was sitting. The girl wore a pink dress and a yellow jacket, and some of her hair was stylized into cat ears.

"Meow!" The girl mewed. "Super strong, right!"

"Let her go!" Mira demanded, but she recognized the girl. "Millianna? You can use magic too?"

"Long time no see, Mir-chan," The girl greeted. "You look very spiffy."

"Leave Levy out of this! She's my friend!"

"Friends?" Millianna placed a finger on her chin.

"But Nee-san, weren't we your comrades? Practically your family." Shô asked.

 _Her comrades?_ Levy thought. _How these guys know her?_

"Yeah." Mira answered, holding her arm nervously, hoping they will let Levy go.

"At least, until you betrayed us!" The boy shouted. Mira winched at his statement.

"Don't go ruffling her feathers," A voice said as pixels started appearing in the air, before becoming the block-man that faced Gajeel. "Dandy men need to keep their composure." He smiled at the white-haired mage. "You've grown to quite a looker, Mira."

"That voice..." Mira recognized. "Wally?"

"Surprise you can recognize me," Wally grinned. "Since my Mad-Dog Wally days, I've become more, well-rounded."

"As ironic as that sound." Mira turned around and recognized the titan emerging from the shadows. "Simon? You can all use magic?"

"Once you start, you'll eventually master it." Simon stated.

"Mira," Levy winced from her captivity. "Who are these guys? Why's that guy calling you his sister? I thought that Elfman and Lisanna were your only siblings."

"Shô isn't my actual brother," Mira explained, burdened by old memories. "These guys are… my old friends."

"What! But I thought that you've been at Fairy Tail since you were a kid."

"That was before."

"I not shock she never mentioned us," Wally said dryly. "With her real siblings and new batch of buddies, why bother remembering the old crew."

"That's not what happened!" Mira protested with an unseen nervousness. "Why are you even here?"

"We came to bring you back." Simon stated calmly.

"We can go back home, Nee-san." Shô added cheerfully.

"Course if you be pig-headed about it…" Wally transformed an arm into gun form and aimed it at Levy.

"Don't!" Mira begged. "Just leave her alone!" She was startled when the gun-arm vanished from Wally that she didn't see it appear behind her, allowing it to shoot at her back, causing her to start collapsing.

"Mira!" Levy screamed.

"Don't worry, doll," Wally said as Simon caught the unconscious take-over mage. "That just be my sleep bullets. She's just taking a nap"

"We got our target," Simon said as he carried Mira bridal style. "Let's fall back."

"You won't get away with this! Gajeel and Lyon will stop you" Levy yelled at them, but she winced as her binds began tightening.

"Yeah, right," Wally chuckled. "Those two are gonna be sleeping the big sleep."

"And you'll be twisted up like a pretzel real soon." Millianna added.

"Oh, that reminds me," Wally stopped walking, and the next moment the air pixilated revealing an unconscious Lily. "Found you a present."

"Yah!" Millianna cheered as she cuddled with the Exceed like he was a teddy bear. "A kitty witty! And he looks so tough."

"Maybe you can use some of your special rope as a collar. That be good advice."

"Use your ropes on Mira as well," Simon commanded. Meanwhile, Shô's eyes began tearing up with joy.

"You're finally coming back, Nee-san," He cheered. "We can all go to the Tower of Heaven. Laxus is going to be very excited to see you."

Mira still had enough consciousness left to hear him. _The Tower of Heaven. He actually finished it._

"No!" Levy protest fell to deaf ears as Simon raised his hand and the six vanished. The Solid Script mage struggled in her binds, attempting to give her hands enough movement for a spell. "Solid Script: Cut!" But nothing happened. "Solid Script: Fire! Solid Script: Sword!" But every attempt only failed. "Dammit" She rolled on the ground in frustration. _Mira's in danger, and I don't know what happened to- "_ Ow!" She shrieked as she felt a sharp prick on her arm.

"Sorry." She turned around and saw one of the many tourists still trapped in their own cards, who was holding a knife. "I was trying to cut myself free."

"Wait," Levy said. "You can cut through the card."

"Um, let me try." He poked the knife straight up through the card, but it did not even cause a budge on the surface. "Sorry, it's not going through."

"But it still affecting the real world." The Solid Script mage turned and had the tubes tying her hands right above the card. "I need you to cut this loose so I can save my friend."

"On it!" The tourist began slicing at the binds, but given the size of the knife at the moment, this took a while.

"Could you hurry up." Levy asked impatiently.

"Hey, I'm going as fast as I can." Eventually, he was able to cut through, freeing Levy's hands.

"Alright!" With this Levy was able to remove the rest of the bindings and turned to the tourist. "I'll make sure you and the others get free soon."

"No problem," He replied good naturedly. "good luck saving your friend." Levy smiled, then lifted the card and kissed the man on his checks before rushing off to find her teammates, leaving the tourist in a love sick state.

"Guys!" Levy ran into another section of the casino, but froze in horror at what she saw. At the remains of a bar were Lyon and Merudy, both a deathly pale. "No." She placed a finger at Lyon's throat, and was terrified when she couldn't find a pulse. "This can't be happening." She placed her hand to her mouth in shock. "They actually killed-"

"Fuck!" A voice shouted, causing Levy to scream and punch the previously-dead ice mage.

"What the hell, Levy?!" Lyon yelled, as he rubbed his cheek where Levy slugged him.

"I thought you were dead!" Levy protested.

"Don't worry," Merudy said as she got up. "What you saw was Necromimic, a Sensory spell that has the body act as a corpse for a period of time."

Levy stood up and braced for a fight. "What are you doing here?" She questioned, recognizing her as one of the Phantoms that captured her for Jose.

"Easy there, Levy," Lyon got between the two. "She's not our enemy anymore. If it wasn't for her, that jaw-guard guy would have offed me."

"Good that did," Merudy grumbled. "He got away."

"You did what you could." Lyon comforted as he instinctively took off his shirt, then face the Solid Script mage. "Did he..."

"He and a few others captured Mira, and they also have Lily." Levy answered somberly. "And we don't know where they are. But they claimed that they were her old comrades."

"What, never mind. What matters is that we go-"

"MOTHERFUCKER!" The three turned and saw Gajeel bursting from the rubble of the machine he was playing. "Who the fuck shoots someone in the mouth?! Somebody can get really hurt!"

"A normal person would actually die from a shot." Levy deadpanned as she and the others sweatdropped from his statement.

"Where the hell's that block head?" He roared as he charged out of the casino.

"Follow him!" Lyon shouted.

"Does he even know where he's going?" Merudy asked skeptically.

"Gajeel's got a nose that puts wild animals to shame." The ice mage smirked.

The entrance gate to the hotel collapsed as Gajeel charged straight towards the ocean. "I'm coming for you, you blocky bastard!"

* * *

Further out at sea, a mismanaged tower stood alone on the island, guarded by mighty guards and vicious red monsters. It appears as a series of black tubes tangled together in a way that aimed straight to the sky, and it was wrapped around by a large staircase. And crowning this monstrous structure was a green crystal sphere. Yet this crystal was not a decoration, but a throne room.

Inside the sphere, a muscular blond-haired wizard, laid victoriously on a black throne. The man released intense power. Everything, from the muscle shirt that showed off his built biceps to the hood that hidden his face all reflected the power that he held.

"Master Laxus," An official with long ebony hair and a hooked nose, wearing a white robe entered the throne room. "The mission to capture Mirajane Strauss was successful. Simon has reported that he and the others will arrive in a few hours." With this the man in the throne smirked.

"But I must ask," The official continued. "What is there to gain by capturing her. One of your strength could easily have disposed of her."

Laxus replied by laughing boisterously. "Oh come on, Vidaldus. You have to admit without the demon, the world will be too boring. But now with this tower ready, I can't let live anymore. The time has come to demonstrate our power.

"And of course," He grinned. "Mira is the perfect sacrifice, to finally bring paradise to the world."

* * *

Meanwhile, a large boat was on course to the island. Deep in the cellar, Mira woke up and found herself tied to a mast.  
 _Dammit,_ She cursed inwardly. _Beelzea, needs some help._ But the only response she got was silence.

"Beelzea?" She said out loud, but the Satan soul did not respond. "Halaphas? Kitsune? Sitri? Cthulla? Lilith? Anyone?" Each attempt only weakened her hope, as the silence began to consume her…

"Nee-san?" Shô asked worriedly. "Are you okay?"

"I can't hear them." She let out.

The boy stared into confusion before he understood. "Your Satan Souls. Millianna tied you up with her binding magic, so can't use them to escape. It must have also cut your connections to them."

"Could you," She uncharacteristically begged. "Stay here and talk? I don't want to be alone with the silence..."

Shô smiled and sat down in front of her. "Sure thing."

"Where are we?"

"You're in the hull of a ship. We're sailing to the Tower of Heaven."

"I see…"

"...How are Elfman and Lisanna?" Shô asked awkwardly.

"They're fine." At this Mira managed to smile. "Actually, Elfman just managed Full-Body Takeover."

"That's good to hear. And, the others?"

She frowned. "I try to find either Richard or Kagura, but I haven't found even a clue where they are now."

"I see," he then smiled fondly. "Remember the old days. We talked about the things we missed outside the tower, the things me and Millianna never saw. You talked about your siblings, Wally spoke of his big brother, Simon talked about his little sister, Laxus talked about a lightning flash of all things, and Grandpa Rob talked about Fairy Tail, the guild you managed to find."

He then hugged her tightly. "You beautiful in that dress, you know. You've grown up so much, Nee-san" He started to cry. "I'm sorry. This whole plan was my idea. I had not choice, but…"

"Tell me," He let out coldly. "Why'd you do it? Why'd you betrayed Laxus?! After everything he's done for us!"

At his yell, Mira's mind started drifting to a time long past…

* * *

" _Over here!" A young boy with a cowlicked spike in his blond hair pointed to a small opening in the wall, He and the other children wore simple white shirts and green pants, and their wrists were covered in metal clamps._

" _Hey, you gotta be quiet, you dummy." A slightly older boy with spiky ebony hair said._

" _You're being louder than he right, Wally." A girl with boy cut-brown hair countered cutely,_

" _Oh, you're right, Millianna." Wally rubbed the back of his head, embarrassed._

" _Come on, Mira." Another black-haired boy, this one older and with a slightly more neater hair said to a white haired girl, whose right arm had talons and was covered in scales. "We have to go before the guards catch us."_

" _R-right." The girl replied nervously, but she couldn't move from where she was standing. "But, but what happened to the other kids…"_

" _There's nothing to worry about." A sixth child came. This one was around the same age as the two kids in front of him, and he had spiky blond hair. "Everything's going to be alright._

 _Mira turned to him. "You really think so, Laxus."_

 _The blond-haired boy smiled and gripped his fist determinedly. "I'm more than sure. Tonight we'll finally get our freedom." The other kids looked at him as if he was a beacon of hope in their darkest hour._

" _Let's go." Laxus said as he held out his hand._

 _Mira smiled as she grabbed onto it. "Okay._

* * *

"The R-System is still active?! That's impossible!"

Back in the present day, an emergency meeting of the Magic Council was being held. The ten members stood on the magic circle, fear and worry in the face of many.

"I'm afraid so," A councilor wearing a hood and glasses replied. "And it's the same R-System from eight years ago that a group of cults that worshipped black magic constructed."

"I know that, Leiji," Org responded. "But I want to know _how_ the R-System is even active. All seven were destroyed by the Magic Council. There shouldn't even be any ruins of them left."

"However, there was an eight tower that we missed." Belno said as an image of the black tower appeared above the table. "Located off the coast of the Caelum Kingdom in Southern Ishgar."

"Is it close to completion?"

"I'm afraid I don't know that. A recon team was sent to investigate, but we mysteriously lost contact with them when they arrived."

"It look finished to me." Ultear inputted.

Michello asked. "But would they activate the R-System-"

"Tower of Heaven." A gruff voice interrupted. "That's it's true name."

"You're right, Stormorse. That is what our information has revealed the one's in control are calling it."

"It doesn't matter what it's called!" Org stated. "What matters is that it's a form of Black Magic, an abomination to the world! We have to mobilize the army to destroy it immediately!"

"That not's an option," Leiji objected. "We know so little about our opponents, we'll be sending our men to the slaughter."

"I thought those cultists created the Tower." The Chairman asked.

"According to latest reports," Belno explained. "The cultist who first made the R-System were killed, and now a new group of wizards controls the tower."

"And leading this group is a man name Laxus." Leiji added.

"I heard mentions of this Laxus," Org growled. "He's a powerful dark wizard. But there is little we know about him."

Hidden from most of them, Stormorse had a fierce look in his eyes, but this did not escape the attention of Yajima.

* * *

"Where the hell are we?!" Lyon growled as he looked across the sea. Following Gajeel's sense of smell, the four wizards immediately took a boat the night before, sailing in a straight path based on Gajeel's nose.

Problem was, they've sailed for hours and have yet to find even a hint of Mira's location. And with Gajeel out of commission due to motion sickness, they're now drifting aimlessly.

"You sure they were around here, Gajeel?" Levy asked. Gajeel only replied with a moan.

"Would you get a grip!" Lyon shouted. "We're relying on that nose of yours to find Mira and Lily!"

"You think those tourists are okay?" Merudy asked them.

"We called the Rune Knights before they left," Levy answered. "They should be able to reverse the spell."

"We have to be careful," Merudy thought out loud. "If those wizards are strong enough to defeat Mirajane…"

"There's no way she was beaten!" Lyon snarled at her, causing the Sensory mage to wince. This caused him to stop and calm down. "Sorry," He apologized. "It's just, I'm worried about Mira."

"We're all worried." Levy replied. "But we can't get frustrated over what happened. Right now we need to be collected." She sighed. "What bothers me is that Mira said those guys were her former friends. You think that maybe Lisanna and Elfman might know something about this?"

"Probably not," Lyon answered. "The Strauss siblings didn't arrive at Fairy Tail atthe same time. Mira arrived months after Elfman and Lisanna came. Apparently before they were separated during an attack on their old village. I'm guessing after that and before she came to Fairy Tail, she met those guys, then she got separated from them before coming to Fairy /tail."

"I guess the truth is, none of us, not even her siblings, knows that much about her." Suddenly Gajeel began lifting himself up.

"You guys sense that?" He grunted. The sound of birds squawking turned their attention to the skies. They were shocked when the birds above began collapsing and falling towards the water.

"They're dying." Levy realized. "Something's killing them off."

"Not just them!" Merudy called out as she pointed to the graveyard of marine life in front of them. Corpses ranging from fish to sea turtles dotted the surface. And floating by them was the wreckage of the ship with a familiar symbol on the hull…

"The Magic Council was here?" Levy asked.

"That's a scout ship for the Rune Knight Navy," Lyon recognized. "The council must have been investigating here for some reason."

"And I'm guessing some of the crew ended there." Merudy pointed to the large structure on a barren island, which was covered with guards watching over the sea.

"That must be the Tower of Heaven those guys mentioned!" Levy yelled.

"We can't go straight in." Lyon said. "Think you can sail us there unseen." He pointed to a section of the island where they weren't as many guards. Levy nodded, and reaching to a lacrima controlling the boat, sailed it towards their destination.

* * *

As Mira, whose arms were still bound by Millianna's magic, was escorted through the tower by Shô and Simon, she could not help but be amazed by how much her old friends have accomplished.

"Amazing what can be done in eight years," Shô said in response to her expression. "We finished up what those cultists began."

They stopped at a massive set of doors at the end of a hallway. Once they've opened up, Simon pushed Mira forward. "Move." He stated sternly.

"That's not the only thing that happened in eight years," Mira scowled as they walked through the doors. "You all changed in that time."

The man remained quiet as they walked down a pillar of stairs, the column giving the sense of a tomb with it rocky surface and candle-based light.

Eventually they arrived at the bottom, where a single cell lay. Shô adjusted the binds to tie them to a grate on the back wall, keeping the She-Demon's arms tied above her.

"The ceremony will be tomorrow at midday," Simon stated. "You shall stay here until then." He left the cell, leaving Shô and Mira behind.

 _They're actually going to do it,_ Mira thought. _They're going to activate the R-System._

"You know why you're the sacrifice, right?" Shô asked her. "It's because of your betrayal, you ended up digging your own grave. Laxus is pretty pissed at you, you know. We may not see you anymore, but for paradise, it'll be worth it." He noticed that Mira's hands were shaking.

"You're trembling. Is it because your being the sacrificial lamb? Or is it what this tower meant for you…"

* * *

 _The sound of the whip cracking in the air caused some of the six children to flinch._

" _You lousy brats really thought you can escape that easily?!" A fat slave-driver yelled. The six were cornered by the guards at the other end of the hole they found. Mira, Wally, Millianna, and Shô were terrified, the latter close to breaking down in tears. Laxus and Simon, while still on their knees, managed to remain defiant at the cultists._

" _We're on a tight schedule with the R-System!" He continued. "We'll be up the creek if this affects development!" He prepared to release his whip on them, but a thin, greasy-haired cultist grabbed his arm._

" _Now, now." The thin cultist chided his comrade. "By protocols, we should we should sent all six of you to the disciplinary chamber, remind you who is in charge._

" _But… I'm in a generous mood today, so I'll stick with just one of you. Tell me who's the mastermind of this scheme, and only that person will be held accountable. The rest will get the slap of the wrist."_

 _The kids remained quiet. But Mira noticed Shô sweating nervously, already ready to confess. Mira knew what she had to do…_

" _I-"_

" _It was me." Laxus stated, standing up. "I came up with the plan and told them what to do."_

" _Laxus." Shô sniffed._

" _Hmm," The thin cultist pondered over the blond boy's statement, but he noticed the girl with the demon arm had slight tremble and smirked. "It was this girl, wasn't it?" He leaned into her face, enjoying the fear and shock in her face._

" _What!" Laxus shouted, startled and now afraid for Mira._

" _Take her." The cultist commanded, and his fat comrade lifted Mira by her dress and carried her away. "Hmm, perhaps we can finally see how demonic that arm is." He grinned maliciously._

" _It wasn't her!" Laxus shouted. "I came up with the plan! Take me!"_

" _Don't worry," Mira reassured despite her quivering. "Everything will be fine." She smiled. "It's just like you said, Laxus. It's not scary."_

" _Mira!" Laxus tried to run after her, but two guards grabbed him and threw him back to the ground. The rest of the guards pulled out their spears, ready to strike at any other acts of rebellion._

 _Laxus glared at them with pure rage, while Shô could only watch the taken Mira with a mix of grief and guilt._

* * *

"It's my fault you went through the punishment on that night." Shô said. "I should have said something, but I was too much of a coward to do so."

"That's in the past. It doesn't matter." Mira replied sternly. "What bothers me is that you don't know the risk of resurrection."

Shô smiled. "I'm surprised you know what the R-System is for."

"The revive system. In the exchange of a living soul for a sacrifice, any person can be brought back from the dead. But it's completely divorced from humanity."

"Since it emerge, magic has always wore away at humanity. A girl who's tied to demonic powers must have first hand experience."

The She-Demon scowled. "You're sounding like those cultist."

"Those guys just saw the R-System as an anti-soul 'Restoration Magic.' They lacked Laxus's vision. The vision that will take us to paradise."

"Paradise?"

"Yes," Shô leaned closer to Mira, his eyes showing only madness. "Once Laxus brings back _that_ person, the world shall be reborn…" He started cackling. "And we will be its rulers!"

"The remnants of those who stole our freedom, the morons on the councils, the people who lived ignorant of our suffering, and those friends and siblings you abandon us for! They'll all suffer of wrath! The fear and sadness we went through shall be a part of their lives! We'll take away their freedom! A new era will begin, with us as-"

Mira screamed as she brought her knee up into Shô's chin, sending him flying back. Once he did, she pulled her binds closer to her, then gnawed at to them until they snapped and she was free.

 _Beelzea!_ She shouted mentally.

 _Calm down!_ The Satan Soul snapped. _We can hear you! Once those binds came off our communication came back._

 _Great._ Mira looked down at Shô. But all she saw was the little boy she met in the tower.

 _We should kill him._ Beelzea suggested.

"No." Mira stated coldly. "He's a victim in all of this. Laxus caused all of them to become this cruel. I can never forgive him."

 _What will you do then?_

The demonic energy in Mira began surrounding her. "I'm doing what I should have done, destroy this tower. I'm going to stop Lax- no. I'm going to kill him!"

 **Ah, the start of a new arc.**

 **Mira: How come Elfman and Lisanna aren't involved in this arc. Not that I don't want them to face the Tower of Heaven like I have here and Erza did in canon, but wouldn't the cultist have captured them as well**

 **I was originally going to include them… but, I realize they wouldn't have affected the plot that much. And it's not unprecedented for siblings to have been separated by the cultist attacks, such as with the Agira sisters, so that's why they didn't know about the Tower. Plus if they were captured by the cultist, I think we can all agree Laxus wouldn't have left them leave with Mira.**

 **Mira: Alright then, I'm just glad they didn't have to go through that nightmare.**

 **Laxus: So I'm the villain of this arc? Better make me badass then.**

 **Don't worry, I'll treat you well.**

 **Freed: How dare you make Laxus-sama a cruel, heartless scoundrel! Have you no shame!**

 **Laxus: I just admitted I was okay for this, Freed.**

 **Eh, what else did you expect to happen, I switched the roles of Jellal and Laxus. And speaking of which. *Points to Jellal lying in corner depressed.***

 **Jellal: The crimes I've committed… they cannot be forgiven….**

 **Geez, am I going to get an angst-trip from every former villain. Anywho, please leave reviews and follow and favorite. Cause in this story, we all enjoy, everyone hail to the Fairy song!**

 **Gajeel: Please don't be anymore singing! You should have left me sing!**

 **Gajeel, I don't want anyone reading this story to end up deaf!**

 **Gajeel: What the fuck does that even mean?!**


	24. The Demon in the Tower

**Welcome back folks! A lot has happened in the last week. The Cubs won the world series in the first time in at least a centuries, the 2016 Presidential Voting has ended for most parts of the United States, Day Light savings time has ended, and, death by orgy by Zeref's and Mavis's freaky kid! (Yes, chapter 508 came out the Monday before the last chapter, but the official release was the Wednesday after, so I'm including it.)**

 **Gajeel: Jeez Salamander, is any member of your crazy family normal?**

 **Natsu: Hey! I did not knew about Lacarde!**

 **Mira: At least his range-mode only affects those that have lost their virginity. Of course, that means a large amount of our guild.**

 **Erza: Including First, but that would mean she and Zeref… *Starts to nosebleed***

 **Levy: That would explain how Lacarde came to existence**

 **Yeap, if that doesn't prove Mashima's a pervert, I don't know what will. Anyway, just want to thank JcL107, Nerdy-and-Proud-girl, and Aviornm for favoriting and following Alternate Tail. I also want to thank Drawkill Vear, Cinder Fall 39, OneWhoCharm Johnny Spectre, and Nerdy-and-Proud-girl. The mention of Lacarde was a shout out to Johnny!**

 **And to Cinder and OWC, you be betting that Mira's souls can communicate with her. Since their souls are in her, the idea that she communicate with them is awesome. And hope you all enjoy this arc...**

* * *

 **All right Laxus, it's your turn for the disclaimer.**

 **Laxus *Unenthusiastically* : Whatever. DigiXBot doesn't own Fairy Tail.**

 **You could have at least pretended to be excited to do this.**

* * *

 _The demonic energy in Mira began surrounding her. "I'm doing what I should have done, destroy this tower. I'm going to stop Lax- no. I'm going to kill him!"_

* * *

Lily had absolutely no idea where he was. One moment he was at the casino trying to save Gajeel from the block man. Next he was in a room filled with all sorts of cat-related objects from the cat-themed sofa he was on to a vanity with a cat figure holding the mirror.

"What… on Earthland?" He exhaled at the sight of so many cats. He soon felt something around his neck, and he realized someone has placed a tube as a collar for him. He tried to rip it off, but it would not rip off. Rather than risk choking himself on further attempts, he tried to use his sword, but found that it had vanished.

 _Someone wanted to neutralize me._ He thought. He tried to transform into his battle form, yet he was unable to do so. He then attempted to use Aera, the spell of flight, but failed. He glared down at his makeshift collar. _This must be suppressing my magic, limiting my options. I just hope Gajeel and the others are fine..._

"Meow?" He looked up and was startled at the sight of a cat-like girl kneeling in front of the sofa. "How are you?" Millianna asked.

Lily blinked in confusion before speaking cautiously. "I am fine. How are you, miss?"

To his shock the girl started cheering. "Yeah! A talking kitty-cat!"

"Excuse me?"

"Now, Doll, that ain't dandy enough." Lily scowled when he saw the man that attacked him and Gajeel at the casino. Not only that, but the man had _his_ sword at his waist. "That ain't a talkin cat. It's talking, so that makes it a cat."

"That makes sense!" Millianna agreed.

"No it does not!" Lily countered. "First of all, I am not a cat, I am an Exceed. And second, by that logic, you two would be considered cats."

"You hear that Wally, the kitty-cat thinks I'm a real cat! Isn't that great!"

"... You did not hear a word I said, did you?" He shook himself and glared at Wally. "What is this place? Why are you after Mirajane? And where is Gajeel?"

"That boy," Wally smirked. "He'll be six feet under, especially with a bullet to the mouth."

"That won't be enough to stop Gajeel." Lily challenged.

"Wanna bet."

"Millianna! Wally!" Simon shouted as he rushed into the room. "We have a situation! Mira escaped from her cell."

 _They managed to capture Mira?_ Lily thought in shock.

"Mir-chan escape, that sure brings back memories." Millianna said nostalgically.

"Try to be more dandy, Simon," Wally replied. "They be no way she'll be leaving this tower."

"I doubt she's running away." Simon explained. "She's going after Laxus. With the intent to kill." This caused the other three to gap. "Come on!" The darkness mage shouted.

"Meow!" Millianna mewed as she ran after him.

"Dames like Mira are just more trouble than they're worth." Wally grumbled, joining his comrades in the chase.

 _What's going on?_ Lily thought. _What do these people have to do with Mirajane? And why does she want to kill Laxus?_ He sighed. _I did wonder when I would encounter_ him _of all people_. He got off the sofa and ran after them, willing to get his sword back and some answers.

* * *

Back in his throne room, Laxus did not show fear of the recent news. Rather, he was laughing in excitement over the incident.

"Laxus-sama?" Vidaldus asked in concern.

"That demon knows how to cause a ruckus, huh." The master of the tower grinned. "She's become one badass woman. Makes me wonder if she can beat me, or if I'm still gonna win in the end. I can't wait to find out!" He watched a visual projection of one of the halls, where Mira was taking down guard after guard, demanding where Laxus is.

"But we still must worry about the Magic Council's actions" Vidaldus stated. Laxus just smirked confidently in response.

* * *

"No matter who this Laxus character is," Org said to the other councilors in Era. "He's still a maniac that's using the R-System. We need to send the army!"

"But we know so little about the operation in the tower!" Leiji argued.

"We need to take the risk!" This lead to a vocal dispute between most of the councilors, which was stopped by one word.

"Weaklings." All of them stopped and glared at Stormorse.

"What was that, Fernandez?" Org questioned the blond-haired councilor.

"How dare you act in such a matter?" Belno reprimanded.

"How else should I act!" Stormorse argued. "As far as I'm concerned, sending the army is nothing but a moronic choice! The R-System is far too dangerous to stand, and you're all arguing like children! The only way to destroy the Tower of Heaven is Satellite Square: Etherion!"

The other councilors stared at him in shock.

"Are you insane Stormorse!" Org shouted

"That magic has the power to destroy an entire country!" Leiji argued.

"It's far more dangerous than the R-System!" Belno yelled.

"Satellite Square can aimed specifically at the Tower of Heaven," Stormorse explained. "Then destroy everything on the surface, including that huge system."

Ultear rose her hand. "I agree with him." She said reluctantly. "I vote to fire the Etherion."

"Ultear!" Belno shouted. "Not you as well!"

"There's no other choice."

"Then I vote as well." Leiji stated to the shock of his colleagues. "They are nine of us total, If 2 more votes are in favor, then the Etherion would be unleashed."

"We don't have time to talk about it!" Stormorse argued. "We can't let Laxus use the R-System."

* * *

Right outside the Tower of Heaven, Gajeel and Levy, while behind a large set of rocks, analyzed the amount of guards standing by a staircase towards the towers.

"We should just charge right in." Gajeel growled.

"No way!" Levy hissed. "With Mira and Lily inside, any wrong step can put them in danger!"

"They'll find us anyway the longer we're here." He turned to the other two members of their party. "Aren't you two going to help?"

Merudy sighed as she held onto a stopwatch. "Don't know what chance we'll have against that number of guards." She looked at Lyon, who strangely appeared to be meditating. "He said he had a plan, though he didn't say what it was before he sent it?"

"Sent what?" Levy asked. She got her answer when Lyon opened his eyes and an ice creation popped out of the water, albeit one with cracks all over.

"What's with the fish?" Gajeel grunted.

The ice mage rolled his eyes. "That's a dolphin, which is a mammal, Metal Face."

"And how's that going to help?"

"My ice constructs can mimic the abilities of the animals they are based on. In this case, this one can use echolocation to find an entrance." The ice-dolphin sprayed some water in agreement.

"And you needed to concentrate to keep it stable enough to find one." Merudy realized, then smiled. "Great job."

Inwardly, Lyon blushed at the compliment, but he managed to remain focused. "How long did it take?"

"About 3 minutes." Merudy said reading from the stopwatch.

Lyon tried to calculate the trip. "That means it took a minute and a half to swim to the entrance. This one swims at 56 kilometers an hour, and most people swim at 8.6 kilometers an hour. That means…"

"It'll take about ten minutes to reach the entrance." Levy finished, generating the answer in her head.

"Ten minutes, huh?" Gajeel grinned. "I can hold my breath for that long."

"Practically nothing." Lyon stated.

Merudy sweatdropped. "I doubt that it's possible for you guys."

"Just leave the breathing problem to me." She and Merudy took off their dresses to be into their swimsuits from earlier. Lyon tried not to nosebleed at the sight of the pink-haired mage, while Gajeel tried to hide a peek at the blue-haired mage.

The four dove into the water. Underneath, Levy wrote in the water and formed the word "Air." She did this four times and send a word to each of them, granting them oxygen to breath .The ice mage then sent the command to the ice-dolphin, and it swam at a slow speed so the four could follow. Eventually, they found an opening at the bottom of the island. Swimming through it, they emerged from a pool into a large cavern, which had many wooden walkways above the cavern floor.

"This must be the tower's basement." Levy stated as she and the others stepped onto solid ground.

"Nice work with the air, by the way." Merudy thanked. Levy nodded, though she was still a bit cautious of the girl.

"Lily and She-Demon are somewhere in here." Gajeel grunted.

"Hey!" The looked up and saw the platforms filled with guards. "Who the hell are you guys?!"

"Crap." Levy grumbled.

"We came this far," Lyon muttered as he and the others glared at their opponents. "So we'll just have to fight them."

"Who the hell are we?" Gajeel growled at the guards as he transformed his arm to sword-form and slashed at one of the supports for one of the platforms. "Can't you tell a good fighter when you see one!" The platform collapse, and Gajeel leaped and slashed at each of the them. "We're from Fairy Tail!"

"Stop them!" A swarm of guards came rushing down a ramp. Levy braced herself as she started writing. "Solid Script: Wind!" A blast of air sent them all flying back.

"We can deal with this chick!" A group managed to surround Merudy. The Maguilty mage simply rose her hand and pink bands appeared on each of their wrist. Merudy then threw a Maguilty blade at one of them, and because of their sensory link they all collapsed from the intense pain. She smirked and generated more blades as more guards came forth. "Who's next?"

Lyon was using the pillars to jump right onto a platform, kicking down three guards standing there to the ground. "Ice Make: Ape!" The construct leaped down and smashed the fallen soldiers. The four wizards continued their rampage, defeating each and every guard and damaging all of the platforms.

They started to catch their breath once the last of the guards have fallen, but they were startled when a door in the cavern ceiling opened up, and a ladder dropped down from it.

"Looks like they're letting us in." Gajeel grunted

"More like inviting," Lyon grumbled. "But why?"

* * *

"You're letting them in!" Vidaldus shouted at Laxus as they watch the footage of the four wizards climbing up the ladder into the tower. "What are you thinking, Laxus-sama?!"

"Just think of this as a game," Laxus replied smugly. "And those guys just cleared a level, so I need to reward them. A few more players make things more entertaining."

"But the council-"

"Oh, please," He smirked. "Those old fools aren't going to act that soon. There's nothing that can stop us."

* * *

Arriving up the ladder, the four wizards found themselves in a large room, with a dining table filled with a variety of food.

"Looks like they were inviting us." Lyon stated.

Gajeel sniffed the food, then grabbed a lump of meat and swallowed it. "Least we get some grub."

"Keep it down guys," Levy said as she used Solid Script: Warmth to dry the boys' clothes. "It was okay to go all out downstairs, but up here we'll need to use stealth."

"They already know we're here." Merudy said as she put on a red dress with a yellow bow and pink earmuffs from a requip space. "That door was opened by magic from somewhere else in the tower. Whichs mean they're aware of our movements.

"If that's true, then what they're trying to get by opening the door for us?" Levy asked as she used requip to put on an orange dress with red horizontal lines and detached sleeves, black stockings, and red boots. "Are they trying to provoke us?"

"Like they can even stop us." Gajeel gruffed.

"There they are!" The four turned and saw an army of guards rushing towards them. The four braced for battle, but were shocked when a violet blur slash down each and every one of the guards.

"Mira!" Lyon said, startled.

"You're okay!" Levy cheered. "Thank goodness!"

"So cool…" Merudy astonished.

Mira stopped her attack once she saw her guildmates. She reverted her Satan Soul and scowled at them. "What the hell are you guys doing here?!" She growled.

"What you mean what the hell?!" Gajeel shouted back. "Those creeps walked over us, so we have to crush them back! And I need to teach that blocky-bastard a lesson!"

Merudy rubbed the back of the head nervously. "Um, nice to meet you, Ms. Strauss. I came to help-"

"You shouldn't be here." Mira stated coldly.

"But those guys got Lily!" Gajeel yelled.

"Lily's here?" Mira asked in shock, then sighed. "Millianna must have grabbed him."

"Well, I'll just find him myself!" Gajeel yelled as he ran past her. "Not leaving my partner behind!"

"Damn moron," Lyon grumbled. "He can't just run off."

"We can't let him go alone." Levy said as she rushed to help him, but stopped when Mira, facing where the Iron Dragon ran off, held out a demonized arm.

"Don't!" The She-Demon growled.

"Mira!" Levy shouted.

"Millianna's the biggest cat lover I know," Mira explained. "She must think Lily is a special cat, so he'll be fine. I'll go get him and Metal-face, then bring them back. The rest of you should leave."

"We can't just leave without you!" Lyon protested.

"This is my problem."

"Well with how Gajeel is, it's now our problem."

"Mira, what's with this tower?" Levy asked. "Who's this Laxus guy anyway?" When Mira didn't answer she continued. "Those guys may have been your friends from before, but we're your friends now." She smiled. "We're here for you."

"No," Mira replied, while trembling a bit. "This is my past, my responsibility."

"Gray was my responsibility, yet you guys helped me reach him." Lyon countered. "And Levy chose to face Ore alone, but we tagged alone anyway. Fairy Tail never leave their guildmates alone.

"You acting like this is unnatural, Mira. You don't have to face your fears by yourself. We can help you through-." He stopped when Mira turned around, tears carrying her pain were present in her eyes. This shocked the three, unused to seeing the fearsome She-Demon in such a pain-filled state.

"Thanks." Mira replied, wiping her eyes, then sighed. "I'll be gone whether I'll win or lose…"

"What?" Levy and Lyon asked. Mira continued as if they didn't interrupt. "So no other time to tell you guys what happened.

"This building is the Tower of Heaven, but it's also known as 'The R-System.' More than a decade ago, a cult that used black magic tried to build the tower to bring the dead back to life…"

"Back to life…" Levy gasped, never hearing of such a magic.

"But this magic was illegal by the Magic Council. So the cult captured hundreds of people to build the tower as their slaves. And I know this, because I was one of those slaves.

"Anyone that tried to escape would just disappear. We never got any peace. But despite everything, we formed bonds to keep us going. It was in the tower that I meet Laxus…"

* * *

" _Mira!" A young Laxus shouted as he slashed at the cultists. He had traveled throughout the tower trying to find his friend. He broke down the door and entered a room, where he found Mira strapped to a medical table. But he was horrified at the amount of stitches and scars present on her, and most of them on her demonic right arm._

" _No." He gasped as pulled off the straps and pulled Mira off the table. Horror and anger were present in his expression as he held onto her. "Why...why would they do such a thing! What did we do to deserve this!" He pounded his fist on the side of the table. "Damn them! Damn them all to hell!"_

" _Lax...us…" Mira began to stir awake._

" _Thank goodness," He let out a sigh of relief. "It's me, Mira. I came to rescue you."_

" _It hurts." She winces as her nerves ached from the experiments. "It hurts so much."_

" _Then they won't hurt you anymore," He declared. "We'll have to fight for our freedom."_

" _Fight…" Mira asked weakly. But the blond-haired boy couldn't answer as he was struck down by a cultist._

" _Damn brat!" The cultist shouted as he repeatedly hit Laxus with his staff, then stopped his beating as he smirked. "Don't worry, you won't die yet. We need an example for any more rebellious fools…"_

* * *

" _Nee-san will be fine, right?" Shô asked as he Simon, Wally, and Millianna waited in their cell._

" _Of course she'll be," Simon reassured, though he was also worried. "Laxus went to rescue her."_

 _The door to the cell opened, and two guards threw the weakened Mira into the cell._

" _Mira!" Wally, Simon, and Millianna rushed to her. "Please wake up, Mir-chan." Millianna plead._

" _What do we do, Grandpa Rob?" Simon asked an old man with long, upward style gray hair and a long beard, who was sitting by the walls of the cell._

" _Right now she needs rest." The old man advised. "Those cultists must have put her through a lot."_

" _But where's Laxus?"_

 _Rob sighed. "I'm afraid that in saving Mirajane, he was forced to take her place…"_

 _Shô couldn't take it anymore. The sight of Mira's injuries and the tragic news about Laxus pushed him over the edge, and he began wailing. "I want to go home!_

 _The two guards that brought Mira were about to leave when they heard the boy's cries. "Hey, what's going on?!" One of them shouted as they marched into the cell_

" _Shô, calm down." Wally asked, as Millianna held tightly onto him in fear of the guards_

" _It's okay Shô, grandpa's here." Rob reassured, but nothing could stop Shô tears._

" _Shut that brat up, or I'll cut off his tongue!" The guard yelled, aiming his spear at the boy._

We have to fight. _Mira remembered Laxus's word clearly._ We have to fight. We have to fight! WE HAVE TO FIGHT!

 _With a fearsome cry, Mira grabbed the spear and pulled it and guard towards her, allowing her to slash him with her demon arm. The other guard tried to stop her, but Mira slammed him into the wall with the end of the spear._

 _This event, this one act of courage, reverberated everywhere, from the cellmates that watched her in awe to the nearby slaves who heard a call for revolution._

" _Listen," Mira said, gripping the spear tightly. "No one's coming to save us, and we can't run away from them!" Her friends followed every word, a sense of strength building in them. "We have to take our freedom for ourselves! We have to fight!"_

 _Every slave cheered in agreement. Her friends rushed to every cell and freed everyone, so by the time more guards came, an army had aroused to defeat them. The slaves grabbed every spear and sword they could find and fought tooth and nail against their oppressors._

" _Don't underestimate Mad Dog Wally!" Wally shouted as he charged down five guards._

" _Thank you bastards for toughening us up!" Simon yelled as he tackled one of the guards._

 _Mira shrieked as she used her arm to slice the guards' weapons, sparring a few for her fellow slaves to use_

 _The guards try to bring down the revolution, but they were in a disadvantage. The slaves outnumbered them ten to one, and the rage at the cultists for their cruelty was their fuel. The cultist fell by the dozens as the battle went on._

* * *

 _As the revolution went on, Laxus was tied to a post as his half-naked body was scarred from every whip he received from the fat cultist. Despite what was happening, the blond-haired boy was still quiet._

" _What'll take for you to make a sound," The cultist growled. "That girlfriend of yours was screaming like a banshee just from one little test." He then grabbed the boy by the chin and lifted Laxus's head to him._

" _Don't you brats realize the holy task of building this tower." The cultist stated. "Once it's ready, the R-System shall revive our god, and you'll all go to heaven for your service."_

" _If your god needs a tower to come back, then he sounds pathetic." Laxus growled, his eyes glowing rebelliously._

" _You filthy pig!" The cultist slapped him, then pulled out a knife. "Let's see how defiant you look with just one eye!" He aimed the blade at Laxus's right eye, preparing to remove it…_

" _There you are!" The greasy haired cultist shouted as he ran into the room. His comrade was so startled he ended fumbling his knife and slashing at Laxus's face. Luckily the boy had his eyes closed, but he still felt pain from the lightning-bolt shaped wound over his right eye._

" _What!" The fatter man shouted. "I'm busy!"_

" _We have a problem!" The other yelled. "The slaves are revolting! We need all hands on deck."_

 _The fat cultist growled before glaring at Laxus. "This isn't over!" He and his comrade ran out of the room, leaving a still bleeding Laxus alone._

" _They say they're working for a god," Laxus growled. "But what kind of god let children suffer. Their god isn't real, since he can't even save us."_

 _Fury began building inside him. "I hate them! The cultists, their god! I hate the entire world!"_

" _ **Hate."**_ _Laxus nearly froze when he heard the voice, as black as the night and as chilling as a blizzard. "_ _ **Hate, is what gives me strength."**_ _Laxus looked around, but could not find the source of the voice. "Who's there?!"_

" _ **Those fools claim to serve me, enough to wish to give me a body. And yet they can't see me, unlike you, Laxus Fernandez."**_ _Shadowy wisps of smoke began filling the room, moving towards the boy like tentacles in the water._

" _ **Only those of great hatred can bear witness to me. Those cultists should see you as a prophet, since you accomplish what they could not.**_

 _Laxus looked at the smoke, now forming into the shape of a skull. "Who are you?" He trembled. "Why are you here?"_

" _ **I am Zeref. And hatred, is my reason for existence."**_

* * *

" _Keep going!" Mira shouted to her fellow escapees, raising a sword she acquitted. "We have to free the eighth sector._

" _Mira, there's too many soldiers there." Simon protested. "We're starting to lose ground against the ones here." It was true. The momentum the former slaves had against the cultist, had decreased, and both sides were at a stalemate._

" _We have to keep going!" The white-haired girl shouted. "We need to free Laxus!"_

" _Boy, Simon," Wally whispered to his friend. "You better acted now or you'll never have the chance." Simon pushed him away and walked over to the demon-armed girl._

" _Mira, I need to ask you now," He questioned. "Do you like Laxus?"_

 _This startled her. "Huh?! Why are you asking that now?!"_

" _Mira," Simon brought forth all the courage he could muster. "There's something I have to-" He couldn't finish as a fireball sent him flying into the wall. The other children were shocked at the attack_

" _Simon!" Mira turned to where the fireball came from and saw a new group of cultist. But this group carried staffs that were glowing at the end._

" _Wizards!" The escaping slaves turned around and try to escape from the cultists. But the dark wizards simply sent barrages of fireballs at them, erupting the ground as many people were burned by the attacks._

" _He still breathing!" Wally shouted as he, Millianna, and Shô checked up on Simon, who only had a few burns on his body. But they needed to be treated quickly. "Mira, we gotta retreat!"_

" _No!" The girl shouted. "Not without Laxus!"_

" _We can't stand up against wizards!" One of the cultists took aim at Mira and sent a fire spell straight at her._

" _Mira!" "Nee-san!" Her friends cried out to her, but she could not move away in time._

 _Suddenly, another fire spell, a circle of fire, appeared in front of her and block the cultist's attack. When it cleared, Rob was standing guard in front of the white-haired girl. But he was breathing heavily in strain._

" _Grandpa Rob!" Mira cried out in worry. Rob simply faced at the cultists with a paternal fury, leaving Mira to see a black mark that resembled a winged creature._

" _It's been too long since I've used magic." Rob panted. "But for the children here, I shall use my remaining reservoir against these monsters."_

" _Be careful!" Rob turned his head and smiled at the girl. "I'll be fine, Mirajane. Remember, magic is neither a curse nor a burden, but a blessing and a strength from within…"_

* * *

 _Months ago:_

" _So you know what this is?" Mira asked the old man as she showed him her demonized arm, which was a cause of sorrow for her and her siblings back in their old village before the cultist attack._

" _Indeed," Rob smiled. "It is a type of magic."_

 _Mira frowned. "It feels more like a curse from that demon I killed…"_

" _Not quite. You see, when you defeated that demon, you took over its power."_

"' _Took-over?'"_

" _You activated a form of Take-Over, a magic that allows one to 'take over' the power of a known or defeated being. In your case, it is the demon that you have defeated and which now resides in you."_

" _It's inside of me?!" Mira shuddered in horror._

 _Rob just chuckled. "Don't worry, the only influence it has is that it caused a permanent version of an arm take-over. But Take-Over is like any other magic such as tarot cards, prayers, and faith. They are miracles that only occur when one has strong beliefs in them and believes they can co-exist with all in nature."_

 _Mira smiled. "Magic sounds amazing!" She grabbed a discarded broom and mounted on it. "You think that when I master Take-Over, I can fly around on a broomstick?"_

 _Rob chuckled. "From what I know about demons, I'm sure you'll be able to fly without needing one."_

 _The girl's smile grew even more. "When that happens, I can be free in the sky. And I'll take you with me, Grandpa."_

* * *

" _I never thought I would see such a smile in such a place." Rob remembered as he remained on guard for Mira's sake._

" _He's a wizard!" One of the cultist shouted. "Full force!" All of the dark wizards' staffs glowed violet as they launched violet beams of magic straight at him. Rob formed another fire shield to hold off the attack, but it began to fail as Rob's body started to break apart like glass._

" _Grandpa!" Mira cried._

" _Remember the freedom in your heart," Rob smiled one last time. "And your dreams will be fulfilled." Unable to hold the magic back, his body erupted into fragments._

" _NOOOO!"_

" _Mira!" Wally cried out. "We need to go!" But she didn't hear him as she cried in agony. All that she could hear was a woman's voice_

You cannot stand the reality of lost. _It spoke._

 _Mira quickly recognized who it was._ You're the demon I defeated back in my home village.

I am Beelzea. _The demon replied._ I let my power transform you as revenge, to have you suffer from the hatred of your village. But over the course of months in this accursed tower, I felt the same unbearable suffering and torture that you have.

 _The earth beneath Mira began to crumble._ I don't want to lose my friends like I lost Grandpa Rob. I want to protect Shô, Millianna, Wally, Simon, and Laxus.

I can give you the power that you need. _Beelzea answered._ The old man told you the power that you possess, but I can tell you how to use it.

 _Mira's demon arm glowed a violet hue as she nodded, then let out an animalistic shriek. "Satan Soul!" Her body glowed all over, the energy nearly crushing everyone nearby._

" _She's also a wizard?!' The cultist shouted. "Stop her!" He blasted another magic attack at her._

" _No!" Her friends shouted. But everyone was shocked when she easily swiped it away with her hand._

 _When the glow faded, the frightened Mirajane had vanished, and now a vicious violet demon was in her place. Her rose-up white mane, her scale covered body, her long, reptilian tail; and her large leathery wings brought fear to everyone._

" _Wow!" Millianna astonished. "Mir-chan became a demon!"_

" _Kill it, now!" The head dark mage shouted. The dark wizards began blasting at her with a variety of spells, but Mira nimbly flew past them. With a set of talons on each hand, she easily slashed them down._

" _No," Shô smiled in awe. "Nee-san's not a demon. She's an angel." Everyone watched in awe and fear as she totaled every cultist in her way._

" _Awesome work!" Wally cheered. "You took them out in one go!"_

 _Mira looked back where her grandfather-figure once stood._ I can use Take-Over. Just like you said, Grandpa. I'll use this power to free everyone, and save Laxus!

 _She flew up into the and faced her fellow slaves. "Come on!" She shouted. "We can't give up till the end!" Everyone cheered in agreement, their willpower renewed with hope once again._

* * *

 _The fat and thin cultists nervously backed into the disciplinary chamber. "Wait, please." He begged to the demon in front of them. "I know that we wronged you and the others, but we were just following orders." Mira did not care as she marched further towards them._

" _But we're the only ones of the order left. Why don't we make a deal?"_

" _Out of my way." Mira commanded. When they didn't move, she used her talons to slash them away. She rushed into the chamber and found her imprisoned comrade._

" _Laxus!" She smiled in relief. She used her claws to slash off the ropes to free him, causing him to fall to the ground. As she caught him, her magic ran out and she reverted to human, albeit with her recent injuries removed and her demonic arm now humanized._

" _It's okay, Laxus." Mira smiled reassuringly as she felt his heart beating, gently rubbing the fresh scar on his face. "We fought for our freedom just like you said._

" _Simon was hurt pretty bad and Grandpa Rob…" She frowned. "he and the others sacrificed themselves for us."_

" _But we won!" She smiled. "We're all free!" Laxus did not respond, but Mira was too happy to notice as she helped him up. "Wally and the others are waiting on the ships the cultists used to bring us here. We can go home!"_

" _Mir...a" Mira was startled when Laxus spoke and he hugged her tightly. "We don't have to run anymore."_

" _Eh?" Suddenly Laxus increased his hold, nearly suffocating her. "Cause true freedom is right here." He smiled viciously at the thought._

" _What." Mira escaped his grip and looked at him confusion as he turned and walked away. "What do you mean, Laxus? Didn't you hear me, we can escape this island together!"_

" _Mira, I realized something. Freedom doesn't last out there. We don't need it's lies." He faced her with blood-thirsty eyes. "True freedom lies only in Zeref's world."_

 _Mira was in shock at his statement while he marched towards the two fallen cultists. "I admire their dedication to raise Zeref. But these worms never once sensed Zeref's presence here." He placed a foot on the fat cultist that tortured him. "But I have, and I claim this tower in his name. I'll complete the R-System and bring back Zeref."_

" _Laxus," Mira trembled. "What's wrong-" She shrieked as Laxus crushed the cultist's skull with his sole while smiling maniacally._

" _Why did you do that?!" She screamed._

" _Don't you hate these guys, Mira, after they used you like a guinea pig?" He moved his hand and slammed the thin cultist to the wall._

" _Yeah, but this is…"_

" _A 'But?' That's a shame. You can't feel Zeref without hatred." The thin cultist got up and tried to run away, but Laxus rose his arm and a burst of lightning flew from his body towards the him, leaving only the cultist's robes and a pile of burning ashes._

" _Magic?" Mira couldn't believe that the power Rob spoke of could be used for such evil, especially by her best friend. "You need to snap out of it Laxus! You've been tortured too long and-"_

" _I'm all right." Laxus smiled at her. "Let's stay here, Mira. Let's finish building the R-Sys… no, let's finish building the Tower of Heaven together."_

" _No!" She protested. "Stop talking crazy! We're escaping this island!"_

 _Laxus's eyes widen in anger before he launched another bolt of lightning at her, sending her flying back and down a pile of rubble leading to the chamber they were in._

" _Fine!" Laxus stated coldly. "You want to leave so bad, then go by yourself!"_

" _By, myself?" Never in the months Mira was in the tower has she felt so much fear._

" _The rest belong to me," He declared. "I need the manpower to build the Tower. But don't worry, I'll make sure everyone is fed, clothed, and given rest. Slaves are more productive when not under fear and punishment."_

" _Everyone's already on the ships!" Mira protested. "Why would they come back here?! They only felt sadness here!"_

" _That's because they never knew what the Tower was for. I'll tell them the truth, that it'll bring back the great wizard Zeref, who will bring us all to paradise!"_

" _Please, Laxus," Mira begged. "Snap out of it!" Laxus simply rose his arms, and two hands made of energy began choking her._

" _I don't need you anymore," Laxus stated. "but I'm thankful that you got rid of those guys, so I'll let you chase your fleeting 'freedom.'"_

" _Laxus…" Mira choked as she tried to move the hands._

" _But know that no one should know about this. If the governments find out about this, then my Paradise can never be found. I'll have to destroy the entire tower to get rid of the evidence. And since you want to leave so much, you're banned from coming here. If there is even one sighting of you here, I'll kill everyone here, starting with Shô and the rest of our friends."_

" _Laxus," Mira cried. "Please…"_

" _That will be your precious 'freedom,' Mira!" He cackled. "Living a life of carrying the burden of everyone's life! Ah ha ha ha!"_

* * *

 _That night, a white-haired girl lay face down on the sandy beach. The coming waves woke her up. She stood up and began walking forward, but ended up falling to her knees. In a moment of pain, she looked up to the sky and screamed in agony_

* * *

"I eventually reached Fairy Tail, and there I found my brother and sister after so many months." She sighed. "But I could never spent a moment without thinking of my friends here." She clenched her fist "That's why I have to fight Laxus, to make him pay for what he's done."

"That name you mentioned, Zeref," Merudy said. "I've heard of it."

"I'm not surprised." Mira chuckled morbidly. "Zeref is the most brutal and cruelest wizard of history. He's the one who created the plans for the R-System, as well as his Etherious…"

"The demons of Zeref's books. Like Lullaby." Levy recognized.

"And Deliora," Lyon growled. "If Zeref has the power to make those monsters, and this Laxus guy wants to bring him back, it'll be hell on Earth."

"I'm not sure what Laxus's really after," Mira said. "But he said that bringing back Zeref would bring heaven to earth."

"That doesn't explain your old friends' actions." Levy stated. "They said that you betrayed them, but it's obvious Laxus is manipulating them."

"He has been, but I was the one that left them eight years ago. That's betrayal in their eyes…"

"But you only left because he threatened you with their lives!" The Solid Script mage protested. "If they knew the truth-"

"It doesn't matter, kid. Once I've dealt with Laxus, then it'll all be over."

 _Over?_ Lyon scowled in thought. _She said earlier that she'll be gone whether she wins or lose. What is she not telling us…_

"Nee-san." The four turned and saw Shô walking towards them. "Why are you still lying?"

"Shô…" Mira said.

"Are you trying to get sympathy from your friends?! Let them know the truth! That you bombed the ships we were on eight years ago and left by yourself! If Laxus didn't find out about the bombs, we would have been blown to bits!

"He told us that you grew mad with power when you couldn't control the demon inside of you! You threw us aside for that madness!"

"So Laxus told you that?" Levy questioned.

"Does that really sound like something Mira would have done?" Lyon asked with skepticism.

Shô started to sweat nervously, but he shouted at them. "You can't understand anything about us! Laxus saved us! He gave us a purpose, and we spent eight years building this tower for him! For…" He started to tire out. "A lie. If Nee-san is right, then does that mean I've been living a lie that Laxus woven!"

"That's right." Another voice startled the five as Simon walked over to them.

"Simon?" Mira asked.

"You!" Lyon prepared to fight the shadow mage, but Merudy grabbed hold of him.

"Easy there, Lyon." She chided. "He's not a threat. He knew that our 'deaths' were simulations from my magic. A true dark mage would have made sure we were dead." She glared at the man. "That's why I came, to confirm my theory."

"That's correct," Simon responded. "Though not unexpected from one of Phantom Lord's Elemental 5. That's why I did not kill you, and I why I let your Necromimic fool Shô and the others to thinking you two were dead."

"You were trying to trick us?" Shô ask, shocked at his friend's betrayal.

"Laxus has already brainwashed you, Wally, and Millianna. I couldn't do anything back then, so I pretended to have been tricked as well."

'Does that mean…" Mira asked.

Under his guard, Simon smiled gently. "I've always believed in you, for eight long years." The two embraced, a hug that was overdue for too long. "It's been so long, Mira."

"Thank you, Simon."

"How can, how can you trust her?" The two separated and looked at Shô in concern. "Why… why can't I trust her like you do?!" He collapsed to the floor as tears flooded from his eyes. "Dammit! Who's even right anymore?! Who can I believe?!"

Mira knelt down in front of him as he wept. "I know it's hard to come to grasp with everything, but just let me speak a bit." She smiled as she held him close. "In the eight years I was gone, I could never forget about you guys. But I was too weak to do anything."

"But you're ready now." Simon said. Mira nodded at him in agreement.

"I've been waiting for this moment," He stated. "A day when a group of powerful wizards would be gathered in this accursed tower. With our combined strength, we can defeat Laxus.

"But we're not ready yet." He said to the shock of everyone. "The last two members of our party are the Exceed Pantherlily and Black Steel Gajeel. We need them if we want a chance against Laxus. And I predict that Gajeel is about to fight Wally…"

* * *

"Lily!" Gajeel yelled as he ran through the hall. "Where the yell are ya?!" He stopped when he saw a room filled with cat products.

"The fuck…"He was a bit disturbed at the amount of cat items. He stepped in and sniffed the room. "Lily was here," He said as he walked through the room. "And so was that blocky bastard! But the scent's so old they could be anywhere!" Stopping in front of a table that had a large green-with-pink-stripe cat helmet. "Dammit!" He slammed his hand onto the table, shattering it. But the force was strong enough that the cat helmet was sent flying. Gajeel watched it fly up before it landed on his head.

"Well, this is fucking great." He groaned. He tried to pull the helmet off, but it refused to budge past his head. "Oh, come on!" As he tugged furiously at the cat helmet, he didn't see Wally standing by the door frame, already transforming his arm into a blaster and taking aim at the Dragon Slayer

 **Oh boy, hope Gajeel can survive the gunfire.**

 **Wally: Like to see if Black Steel is just as dandy as the Salamander.**

 **Gajeel: Hey! I am ten-times more dandy that Salamander, whatever dandy means!**

 **Millianna: Oh! The next scene's going to be fun! Can't wait!**

 **Sorry Milli, you have to wait till next week. Anyway folks, leave a review and favorite or follow. We'll see you next chapter! And stay dandy!**

 **Wally: Hey! That's my gig!**


	25. Neko Gajeel and Succubus Merudy

**Welcome to the next exciting chapter of Alternate Tail. Things are rising up here at the Tower of Heaven. I want to thank Cinder Fall 39, OneWhoCharms, and Wolv8 for their reviews. You guys got me to the 100th review mark!**

 ***Happy pulls a party popper* Hip Hip Horray!**

 **Speaking of these reviews, look like Wolv8 also likes your Demon Magic, Mira.**

 **Mira: Aw, thanks! Yep, these souls tend to be an active part of my life.**

 **And it looks like OWC and Wolv* are fans of your Dynamic Ice Magic, Lyon.**

 **Lyon: Not a surprise, Maker Magic is the most creative style.**

 **Geez, don't let it get to your head. And, yeah, you have to worry for Lily, given that he's seeing** _ **this**_ **Laxus.**

 **Gajeel: What does that even mean?**

 **Urgh, who do you think Mystogan is in this world?**

 **Gajeel: The tattoo guy?**

 **...Never mind. You'll learn very soon.**

* * *

 **Okay, ladies, take things loose!**

 **Levy: DigiXBot does not own Fairy Tail.**

 **Merudy: Hiro Mashima owns the right to the magna series.**

 **Millianna: But if he did, they'll be a lot more kitties!**

 **Mira: And a lot more shipping moments!**

* * *

" _Well, this is fucking great." He groaned. He tried to pull the helmet off, but it refused to budge past his head. "Oh, come on!" As he tugged furiously at the cat helmet, he didn't see Wally standing by the door frame, already transforming his arm into a blaster and taking aim at the Dragon Slayer_

* * *

"We have to wipe the Tower of Heaven from this world. " Stormorse stated to the Magic Council. "And only Satellite Square: Etherion can do that. They aren't any other options!" Many of the council saw reason in his brash statement, but were still hesitant.

"We all know the implications of the R-System." Ultear said. "It's been forbidden since ancient times. The consequences that could occur if Laxus activates it are too dire to imagine."

"Using the Etherion will kill everyone in the Tower," Org protested. "That includes innocent bystanders."

"If we're going to protect the balance of magic, then will have to make the sacrifice." Laxus countered.

"Sacrifices for the greater good are not unprecedented." Leiji added. "The history of magic is full of such actions."

"But if the Etherion reaches Caelum soil," Michello protested. "then the name of the council will be covered in blood for generations."

"If blackening our name will be the consequence, then so be it." Beleno stated. "I will vote for firing the Etherion as well."

"Beleno, why?!"

"This isn't just about balance, it's about the impact on generations. How can we teach our children the value of life if madmen like Laxus can take away death?"

"We now have four votes in favor," Stormorse said. "We just need one more."

* * *

"Just one more, huh." Laxus muttered under his breath in his throne.

"Did you say something, Laxus-sama?" Vidaldus asked.

"Ah, nothing to worry about," Laxus replied. "Just talking to myself. Just one more person and it'll be all over…"

* * *

"Dammit!" Simon cursed while pressing his fingers to his temple. He, Mira, Shô, Levy, Lyon, and Merudy rushed through a hallway. "Laxus must be blocking my link to Wally and Millianna!"

 _He must be using Thought Transmission Magic._ Merudy thought, recognizing his gesture back at the casino.

"I have no idea where they are!"

Mira turned back and checked on Shô. "You okay?"

"Yeah." He smiled. "I'm fine now that you're here." Mira gave a smile back in return.

"How do we know if we can trust this guy?" Lyon asked Merudy. "I admit that he could've killed you and me yet he didn't, but how would he have kept Gajeel and Levy from being killed?"

Simon overheard him "I don't plan on making excuses." He responded. "I did not know yet how resistant to death you four were. But I had faith that the Slayer and the Letter Mage were resilient and intelligent enough to survive."

"And you really think Gajeel will give us an edge against Laxus?" Levy asked.

"None of you have yet realized Gajeel's true strength. Once he's unlocked the true power of the Dragon Slayer, the darkness in his path will perish."

* * *

"Ha-choo!" Gajeel sneezed. "Dammit!" He attempted to get the cat helmet off but still failed. "I can't reach my mouth like this. I want this off!" He was unaware of a greater danger behind him.

"End of the line, boy." Wally whispered as he aimed his arm-gun. He prepared to pull the trigger...

"Nooo!" Millianna jumped onto him, causing him to fall.

"Millianna!" He tried to take a shoot, but his fall caused the bullet to only gaze Gajeel's helmet. The Dragon Slayer turned around and recognized the gunman.

"You!" He pointed at Wally. But the latter was preoccupied.

"What was that about?!" The block man asked Millianna. "I had the perfect shot!"

"You can't go bullying a sweet kitty-cat." Millianna pouted.

"But he ain't no cat! Take a look at him!" He pointed to the dragon slayer. Knowing that the girl might be his only chance at life, Gajeel had one choice…

"Meow." He mewed awkwardly in his gruff voice

But this caused both Millianna and Wally to go ghost white. "That wasn't even a little bit cute." The cat-girl gasped.

"What'd you mean that wasn't cute?! That was fucking adorable!" He paused. "I mean, meow?"

"Oh, enough of this charade! Polygon Body!" Wally growled as he broke apart his body into various cubes, which flew around the room aiming to hit Gajeel. Gajeel moved and moved around to avoid getting hit. He used his Dragon Slayer magic to form a set of kunai knives and threw them at the incoming projectiles.

"He's not a real cat, doll!" Wally's head shouted as he guided the flying cubes. "He's a person with a mask!"

"What!" Millianna gasped in shock.

"Iron Dragon Sword!" Gajeel used his attack to slash down many cubes.

The cat-girl growled. "Pretending to be a cat, even though he's a person. That's pisses me off!"

Gajeel stopped his rampage and stared at the girl in confusion. "Have you looked in a mirror?"

"Nekōsoku Tube!" She summoned an orange tube and sent it at Gajeel. The Iron Dragon prepared to slash it, but the tube wrapped him by the upper-arm. He was shocked when his arm reverted to normal once the tube touched it.

"How the hell you did that?!"

"Nice one, Milli! 32 FPS!" Wally sent all his cubes flying into Gajeel, pummeling to the floor.

 _Why can't I use my magic?!_ He thought as he pulled at the tubes, now forming a tight band. _This has to be cutting it off!_

"Beat that kitty-faker, Wally!" Millianna shouted passionately, as she sent a set of tubes to to bind his entire body.

"No problem." Wally smirked as he reformed his body and transformed his arm to gun-mode. "Can't believe Laxus warned us about you, Mr. Black Steel." He taunted the Dragon Slayer as he struggled in his binds.

 _Without my magic, I'm screwed!_ Gajeel mentally cursed.

"Just hurry up!" Millianna yelled.

"Just need to give my one-liner." Wally aimed his gun-hand at Gajeel. "Yer days were numbered the day you met-" He couldn't finish when a black shadow leaped into his back.

"You have something of mine." Lily growled as he pulled his sword from Wally's belt

"Bout time!" Gajeel yelled. Lily used the sword to skillfully cut at his tube-collar.

"You ruined my one-liner!" Wally growled as he took aim at the Exceed.

"No! Don't hurt the Kitty-Cat!" Millianna protested as she glomped her friend.

"As I told you before," Lily managed to cut off the collar and transformed to battle form. "I'm not a cat. I'm an Exceed."

"Huh?!"

"I can accept a talking cat," Wally began blasting at him, but Lily managed to block it with his sword. "but real cat's don't grow that fast!"

"Real cat's also can't do this!" Lily reverted his sword to its compact form and threw it past the two, cutting at Gajeel's binds and freeing the Dragon Slayer.

"No!"

Gajeel stood up and cracked his knuckles. "Thanks, partner. Now to deal with these clowns. Iron Dragon Lance!" Converting his arms to lance form, he caught Wally and Millianna in his rotation, then sent them flying into the walls, leaving both near unconscious. "Yer days were numbered the day you crossed me." Gajeel smirked under his helmet.

"Dammit," Wally groaned as he lay finished on the wall. "He actually finished my one-liner." He then collapsed due to his injuries.

"Excellent work, Gajeel." Lily nodded, then crossed his arms. "Now could you explain why you're wearing that thing."

Gajeel sighed. "It's a long story."

* * *

Unknown to them, Laxus was watching the entire scene from his throne room. "Things have gotten interesting," He said as he stared at the screen with Gajeel and Lily on it. "Shô and Simon have betrayed me for Mira, and Black Steel has defeated Wally and Millianna."

"I hope you understand now, Laxus-sama." Vidaldus glared at him. "We should capture Mira now and begin the ceremony, before it's too late."

Laxus smirked. "Since you think so, Vidaldus, why don't you go by yourself."

"Are you sure?"

"You bet. They've had their turn, now it's yours."

Vidaldus nodded, then gave a malicious grin. He crossed his arms downward, and a blast of smoke surrounded him when he separated them. When it vanished, three figures stood in his place.

"Trinity Raven, the special squadron of the assassin guild 'Skull Order.'" Laxus said. "Time to show your worth."

"Ha ha ha!" Vidaldus, no longer the serious official, was now a punk rock-n-roller with long black hair and tight purple pants. "I'll show those fairies the depth of hell!"

"Hoo." A wrestler like assassin with an owl's head and owl feathers on his arm hooted as he tilted his head. "Ho-hoo~"

"Hmm," A blond-haired woman wearing a blue band around her chest, grey knee-length skirt, and a blue headband with a white flower smirked. "So these legal wizards are supposed to be fierce. Let's see if they can prove it."

* * *

 **"** **Gaahh!" Gajeel was holding tightly to the post of a cat-design bed as Lily pulled at the helmet. "Pull harder Lily!"**

"I'm pulling as hard as I can!" Lily gritted his teeth as he tugged at the helmet.

"You're gonna rip my head off!" The post was starting to crack from the force.

"Almost…" Eventually Lily managed to get the cat helmet off Gajeel. It flew into the air until it landed onto Wally's head, who was waking up.

"Ghi hi hi!" Gajeel laughed. "Oh man, it is funnier when it happens to someone else!"

Wally growled and pulled off the helmet. "This ain't over, Black Steel." He tried to stand up, but instead collapsed due to his injuries.

"Are you kidding, I got my partner back now." The Dragon Slayer grunted. "So me and my guild mates are gonna head back now…"

"Not yet." Lily reverted to his smaller form, walked over to the weakened Wally and held up his sword. "Why did you capture Mira?" He interrogated. "What are your intentions?"

"Our intentions," The gunman growled. "Our intentions were paradise. We were gonna get the true freedom Laxus spoke about. We'll bring heaven to earth once we're the ones running the shots."

Gajeel glared at the man in confusion. "Paradise…"

"Ha ha ha ha!" A malicious laugh began to echo across the tower.

"The hell's going on?" Gajeel growled.

"Welcome everyone, to the Tower of Heaven." A fierce voice said.

"That's him..." Wally stated. "That's the big man himself."

"My name is Laxus," The voice proclaimed. "And I'm the one running this place."

* * *

"Laxus…" Mira growled at the sound of his voice

"He's projecting his words all over the tower." Simon realized. Shô was shuddering at the sound of his former friend

"Look's like an interesting team has emerged." Laxus stated. "My old friend Mira, the traitors Simon and Shô, an ex-elemental of Phantom Lord, the apprentice of Ur Milkovich, the granddaughter of Joseph McGarden, the unknown Exceed, and the son of Black Steel Metalicana."

Levy paled. "He knows about us." She said. "He knows exactly who we are."

"So he was observing us the entire time we were here." Merudy stated.

"Probably even longer." Lyon suggested.

"But how strong is this team?" Laxus asked. "Sure, you all stopped four of my buddies one way or another. But I think the best way to test you is a good old fashion contest. The Game of Heaven has begun!

"Here are the rules. I brought Mira back here to be sacrificed so I bring back Zeref from the dead. I'm sure you know that's how I'll be bringing heaven to earth. You want to stop this, then take me down before I can capture her.

"But to make sure it's not too easy, I'm sending three warriors to keep you from reaching me. Oh, by the way, there's a time limit. The Magic Council is voting whether or not to launch the Etherion at us. Don't when exactly will this happen, but once it hits us, the whole Tower goes up in flames, and we perish with it.

"Good luck, and may the odds ever be in your favor." Laxus finished his announcement with a vicious laugh.

"He's insane," Levy stated. "He's actually enjoying the idea of the council using Etherion."

"There's no way they would resort to that, right?" Merudy asked in worry.

"I don't know," Mira answered. "But if they do, then-"

"No!" Shô shouted. He raised his hand, and the next moment Mira was trapped inside a playing card, which the young man quickly grabbed from the air.

"What are you doing, Shô!" Simon shouted.

"I'm not letting Laxus hurt Nee-San!" Shô yelled back as he ran down the hall. "I'll stop that bastard by myself!"

"Shô!" Mira pounded on the surface of the card. "Let me out!"

"I need to keep you safe!"

"Stop! There's no way you can take him on your own!" Simon shouted after the youth. "Shit! You guys find Gajeel and Pantherlily!" He yelled to the others as he went after Shô. "I'll catch up!"

"You've gotta be kidding me!" Lyon shouted. He took a deep breathe, then turned to his comrades. "It's risky, but we need to split up."

"Good idea," Merudy nodded. "I'll go with Levy."

"Well, Lyon is the strongest of the three of us," Levy reasoned. "So he should handle by himself finding Gajeel and Lily."

 _Would be great to travel with you, Merudy._ Lyon grumbled internally. _But they're right. Besides, she did want to bond with the others._ "Okay, you guys go that direction, I'll go after that Simon guy. Here's hoping we'll find either Metal Face or Lily." The two girls nodded, and the three ran off in their own mission.

* * *

Back in the cat room, Wally was breathing heavily. "The Etherion? Why would Laxus be so calm? One hit and we're sleeping in dirt!"

"He actually wants to resurrect the Black Wizard?" Lily asked. "That man is simply insane."

"Guy wants to play games," Gajeel grinned. "Then we'll just play by our rules!"

"This isn't fair," Wally moaned. "All we wanted was true freedom…"

Lily looked at the gunman with a sense of pity, but gave a reassuring smile. "I have knowledge of what type of freedom you sought, but there is truth that freedom is found when with comrades."

"Kinda like Fairy Tail," Gajeel added. "Lot of freedom with your guildmates."

Wally grumbled. "You people are as crazy as real cats."

"Hey Lily," Gajeel called out. "I think we need to win this game the old fashion way."

Lily nodded as he flew to grab and lift up Gajeel. "I'm doubting you mean an honorable fashion."

The dragon slayer smirked. "Fuck no. We're gonna cheat our way to the top!" The two flew out of the room and right out of a window.

Wally smiled as he watched them fly off. "Mr. Black Steel, you and your partner got real hearts." He then collapsed from the fatigue.

Gajeel and Lily were flying up the side of the tower, the top of the structure seemingly an easy reach. But Gajeel notice a figure by the horizon.

"You see that," He squinted his eyes "Something coming-" He and Lily were startled when an owl-headed wrestler came at them with a jet pack.

"Who hoo hoo!" The owl hooted as he slammed into the pair, causing them to crash straight into the tower. The collision got the attention of Simon, who was in the halls they crashed into while searching for Shô and Mira.

"Black Steel!" Simon recognized as the dust cleared away, with the Slayer on the wall opposite to where they crashed through. "Are you okay?"

"Who are you?" Gajeel groaned as he got up. "And where's Lily?" He asked, seeing his partner was not nearby. When the dust by the large hole faded they saw the owl-man standing by the owl, but were horrified at the squirming black tail hanging out of his beak.

"Lily!" Gajeel roared as the owl-man slurped up the tail and swallowed the Exceed in his mouth. "Why'd ya ate my cat, you overgrown pigeon!"

"Considered it a penalty for breaking the rules!" The owl man declared. "I am Fukuro, the warrior of justice!"

"Warrior…" Simon's eyes widened in realization. "Oh no!" He grabbed Gajeel and pulled him away from the assassin. "We need to move!"

"What are you doing!" Gajeel protested as he got dragged through the hall. "I gotta save my partner, again!"

"We can't fight against that man!" Simon hastily formed a series of hand gestures. "Dark Moment!" The hallway was quickly swallowed in darkness.

"Wait a minute!" Gajeel recognized the spell and faced Simon in anger. "You were with that Block-Man, weren't you?!"

"Right I'm on your side!" The shadow mage explained. "We have to-"

"Hoo hoo!" Fukuro's brightly lit face appeared to his left. "The Owl of Justice strikes through the Blackest Night! Justice Ho ho hou!" His fist glowed brightly as he punched Simon in the chest, sending the two crashing into a large room filled with giant bird cages hanging from the ceiling.

"This guy," Simon struggle to get up from the floor as his mouth filled with blood. "He's too strong."

"Just who is this guy?" Gajeel questioned as he growled at the sight of Fukuro's "horns" now black and shaped like Lily's ears.

"He's the member of the Assassin Guild Skull Order." Simon explained. "The dark guilds that specialize in killing for a fee. He's one part of Trinity Raven, the most famous out of all assassins. Those three alone wiped out all the officers of the Western Army in the Cabria war."

"I only kill those of evil hearts." Fukuro proclaimed

"Assassins, like Erigor." Gajeel growled. "I dealt with their kind before."

Ah, so the rumors are true of you, Black Steel Gajeel." Fukuro said as he cracked his fist. "Your evil ways have reached the ears of my guild. It's time that justice strike me down!"

"Your blabbing about justice and your working for this Laxus creep?" Gajeel snarled. "That guy trying to bring back Zeref, the most fucked up wizard in history! If you're about justice, you should be taking out on him!"

Fukuro rubbed his chin in thought. "Hmm, I must admit you make a somewhat valid point…"

"It's the only valid point! Now give me back my partner! And not in the weird barfing up your shit way!"

"Oh, don't worry, Black Steel," Fukuro stated as he pulled out Lily's sword, enraging Gajeel further. "You'll be joining him very soon."

* * *

"Gajeel!" Levy called out as she and Merudy searched through a hallway. "He'll have to hear us. His hearings on the level of a dog."

"Huh," Merudy said. "Top notche senses. Just like Natsu-kun."

"You call him Natsu-kun?" Levy asked dryly, hard to place such an honorific with the hot headed Phantom.

"Yeah. Why you ask?"

"No reason." She gave the Maguilty girl a look. "So why did you decide to come with me?"

Merudy sighed. "Well, like you said. Lyon is the strongest of the three of us, so he'll be fine on his own. And given that you were kidnapped easily during the Phantom Lord incident…"

"Yeah, I remember." Levy replied dryly.

"Hey, don't get me wrong." Merudy raised her hands defensively. "You're pretty tough as well. Especially with what you did to Ore. Plus, you got Natsu-kun enraged on purpose. That either makes you very brave or very insane."

"Well, both of those describe any Fairy Tail mage." Levy joked. Suddenly a large blare travelled through the hall, the sound of a rapidly strummed guitar vibrating through the air.

"What the hell is that?!" Merudy shouted as she covered her ears in irritation. "Some sort of guitar?! It's way too loud"

"It's not that bad." Levy said, taking in the sound calmly. "I mean it stinks, but it's not that painful."

Merudy sweatdropped. "Are you crazy?" She shook her head to focus and turned to a large doorway. "It's coming from there!" The two ran through it and found themselves in a large circular cavern with giant holes in the wall that resembled drains. In one of the drains, a pale-skin man spun his head rapidly, his long black mane swinging with it, as he strummed his guitar madly.

"Hell yeah!" He screamed as he finished playing and leaped down in front of the girls. "Welcome to the concert of hell, ladies! Admission is paid after the show," He strummed his guitar as he stuck out his tongue. "And that fee is death!"

"This guy's insane!" Levy gulped as she nervously stepped back.

"You're one of the warriors this Laxus sent?" Merudy questioned.

"That's right!" The guitar man screeched. "We're Trinity Raven of Skull Order, the most rad assassin guild in all of Earthland! And I'm Vidaldus, its top rogue! Let's rock!" His hair grew long and become striking at them. Levy and Merudy had to move quickly to avoid being hit by the extensions.

"Solid-Script!" Levy began writing. "Typhoon!" This word spun rapidly as it charged right at the assassin, bursting into a full storm before swallowing him.

"Nice work." Merudy complimented as the storm began drowning Vidaldus.

Levy was about to thank her when Vidaldus's hair began to glow, and the water began to flow straight into it. The two wizards could only watch in shock as the assassin's mane drained out the entire typhoon. Once it was gone, Vidaldus flicked his hair back as if he was a famous model.

"He drained Solid Script: Typhoon?!" Levy exclaimed. "How's that possible!"

"What kind of magic is that?!" Merudy shouted.

"Ah, a bit of water always refreshes the hair." Vidaldus stated nonchalantly. "Better than shampoo, which just dries it to dust." He smirked at them. "In case you babes are wondering, my hair can absorb any liquid, as long as it's not alcohol or oil."

Levy began writing behind her back while the assassin continued speaking. "Got to admit, never met such hot chicks like yourself. Like a chance to bang-"

"Solid Script: Oil!" Levy flung the word at him, and Vidaldus actually appeared frightened as he jumped out of the way.

"What the hell, you bitch!" He shouted. "I said that oil's bad for my hair!"

"Well, you shouldn't have admitted it." Merudy stated as she generated two blades in her hands.

"Play that game, huh," Vidaldus smirked. "Okay, here's a new game." He pointed his finger at Levy, then began switching it between her and Merudy. "Eenie, Meenie, Minee, mo-"

"Got a bad feeling about this." Levy mumbled.

"Catch a chick by her -you!" He landed his finger at Merudy. "Congrats babe! You'll be my succubus tonight!"

"Your what?!" Merudy braced herself against the man. The assassin started strumming his guitar. "Rock of Succubus!" As he was playing, blue energy surged from the instrument and moved towards the Maguility mage, who screamed as it made contact with her.

"What's this sound?! AHHHH!"

"Merudy!" Levy moved towards her in pain comrade.

"Keep back!" Merudy yelled. "This music, it's evil!" A blast of light and smokes completely surrounded her.

* * *

Laxus smirked from his throne as he saw Gajeel facing Fukuro and Merudy being affected by Vidaldus's magic. "With both Simon and the Elemental gone, the Dragon Slayer and Letter Mage are gonna be dust very soon."

He sighed. "Such a bother, I really wanted to take on Black Steel Gajeel. But I guess they are more important things."

* * *

"Merudy! Are you okay?!" Levy called out as the smoke faded, but she was horrified at what she saw.

Standing in Merudy's place was a woman with long, loose, wild pink hair and pale white skin. Her tongue hung loosely through her purple-glossed lips, and her body was clung tightly by a dark red corset and skin-tight jeans. But what most terrified the Solid Script mage, was the madness in the transformed Merudy's eyeliner-covered eyes, a madness that matched the assassin

"What did you do to her?!" Levy shouted at Vidaldus. The assassin just laughed. "I just got myself a new love slave.

Merudy started to laugh as insanely as she shrieked, "I'll be showing you the cruelest depths of hell, ya little bitch!"

"Did that music turned you into that?" Levy asked her corrupted comrade, then glared at Vidaldus. "Why wasn't I affected?"

"Weeelllll, three reasons." Vidaldus answered. "First, there's nothing hotter than a catfight to the death," He lifted a finger for each reason. "Second, I wanted payback for trying ta put oil in my hair, and third, I picked her cause she got bigger tits."

The Solid Script mage glared at the man. "You're nothing but a lecherous creep!"

"Hey, flattery gets you nowhere!" The assassin laughed viciously. "Now my sexy slave, teach this girl a lesson!"

"Since you can't appreciate rock," Merudy screeched as she formed two blades. "Then you'll have to die! Maguilty blade!" She threw two blades straight at Levy.

"Solid Script: Block!" The large words keep the energy projectiles from hitting Levy. "Snap out of it, Merudy!" Levy shouted.

"All I want to do is spank that butt of yours till it's as blue as your hair!" Merudy formed a large ring of blades, then cackled as she sent them straight at Levy.

Levy rolled out of the way to avoid being hit, but one blade manage to reach her, and she screamed in agony as it dissolved. She couldn't get up in time as Merudy kicked her at her sides and sent her flying a few feet.

"Now this's a concert!" Vidaldus screeched.

"This is plan sadism!" Levy shouted as she stood up. She was startled when a pink band appeared on her wrist, and further shock when another band was around Merudy's.

"That's right! And now it's time for the big finish!" The corrupted Maguilty wizard shouted eagerly as marched towards the weakened girl, then grabbed her by the throught

 _This isn't good!_ Levy thought as she was lifted up by Merudy. _She's under his complete control! She'll easily crush me! And I can't hurt her-_

 _Levy!_ The Solid Script mage easily recognized the voice despite the pink-haired girl laughing in front of her. _Merudy?!_ Levy asked. _How are you-_

 _I'm using the Sensory Link._ Merudy replied telepathically. _It links our nerves together, and I'm using what willpower I can muster to send you a message._

 _What my body is doing isn't my fault. This isn't what I want, to hurt a comrade. Though what I'm doing isn't going to make me one._

 _You wanted to join Fairy Tail._ Levy realized.

 _Yeah, your guild isn't anything like Phantom Lord. You and your guildmates are warm to each other, can have fun with each other. I thought I was able to get through to you guys, but it looks like I always bring pain where I go._ A tear began to leak from her physical body.

 _I'm going to close the link._ Merudy declared. _As soon as I do, take me out fast then-_

 _No!_ Levy broke free from Merudy's grip, and, to everyone's shock, embraced the corrupted girl.

"Let go of me, ya cunt!" Merudy's body shouted.

 _What are you doing?!_ Merudy called out. _You'll be killed!_

"I won't hurt you!" Levy proclaimed.

"Hey, what's going on!" Vidaldus shouted irritatedly. "Less sappiness and more bloodiness!"

 _I'm not worth it, Levy._ Merudy scolded. _You need to kill me before I kill you. I'm not even your guildmate!_

"Anyone that cries for their guildmates," The Solid Script mage replied stubbornly. "is someone worthy to join Fairy Tail."

 _Levy…_

"We're fighting this battle together!"

 _You're right!_ Merudy shouted mentally. Her body twitched in irritation as the Sensory Link glowed brighter. _Together, our magic can win._ Merudy regain physical control, and held tightly to Levy.

"I lost control!" Vidaldus shouted. "That can't be possible!"

 _The purpose of Maguilty magic,_ Merudy thought. _It was to combine the strength of two wizards that believe in each other._

 _Then let's use that strength!_ Levy said as both girls smiled in union. Their smiles became ferocious scowls as they face Vidaldus hand-in-hand.

"Hold it! You think you bitches can stop me!" The assassin was answered when a set of chains, which was similar in form to Merudy's Sensory Link, burst from their joined hands and wrapped around him. He became more nervous as the girls became covered in a strong aura, Levy's a bright blue and Merudy's a fierce pink.

* * *

"I don't believe it." Laxus stared at the image of the battle. "All that power, those girls are performing... a Unison Raid!"

* * *

"I'm sorry about the succubus thing!" Vidaldus begged as he stared horrified at the two girls. "Can't we kiss and makeup?"

"Solid Script:" Both girls said in unison as their combine hands moved like they were spelling a term. "MAGUILTY!" The same word appeared as a large, violet set of letters, which flew forward and crashed into Vidaldus's core, dissolving and forcing him to let out a blood curdling scream.

To say he felt pain was an understatement. All the suffering he had cause over the years as an assassin was nothing to what he felt now. His nerves were inflamed as every cell in his body burned in pain. It became too much, and Vidaldus became deadly quiet as he collapsed onto the ground, his pupils rising upward.

The aura surrounding the two girls faded, and even left Merudy back in her regular clothes.

"Alright!" Levy cheered as she and Merudy hugged. "It worked! And your back to normal, Merudy! Laxus better be ready to take on the rest of us!" The Solid Script mage fell to the floor in exhaustion.

"You did it, Levy." Merudy smiled. "You defeated him."

" _We_ defeated him," Levy cheerfully corrected. "We're comrades, remember."

"Yeah," Merudy lied down on the floor next to her. "We are, aren't we. But right now, I'm too exhausted to go on."

"Same." Levy agreed, and the two laughed in amusement.

* * *

"Huh, they actually did one" Laxus scowled after watching the previous match. "Priests have spent years of discipline trying to get close, but never once achieved a Unison Raid. And yet these two did it so fast. Of course, since their buddies of Mira, I shouldn't be so surprised." He suddenly smirked as he watched how Gajeel's and Fukuro's fight was going. "But if they think that one win against Trinity Raven will turn the tables, they are way wrong."

* * *

"On the matter of firing the Etherion, the final vote is four in favor and five against." Leiji summarized, then sighed. "The results are clear. The Etherion shall not be fired."

"Don't you people understand what's at stake!" Stormorse yelled.

"Watch your mouth, Stormorse," Org reprimanded. "We've already debated over it. They are still peaceful means to this conundrum."

"You're talking about peace when history's on a turning point?! Laxus is going to resurrect the dead!"

"You say that, but we don't know whether the R-System is even operational." Michello said. "We can't just resort to an offensive yet."

"That's because you can't feel it," Stormorse stated, and many could sense a trace of fear within his voice. "The dark magic gathering there, the strength of the man he'll resurrect..."

"What are you talking about?" A councillor asked.

"He's bringing back the Black Wizard, Zeref." At this, nearly the entire council had their jaws dropped and eyes bulged in horror.

"How do you know this, Stormorse?" Beleno questioned.

"I didn't want unneeded panic to come, so I keep quiet. But I know Laxus is planning to, because I knew him so long..."

"What do you mean?"

"Laxus is my twin brother."

"What?" Org shouted. "You knew your brother was behind this, and yet you're willing to launch the Etherion!"

"That's how willing I am to protect the world." Stormorse replied calmly. "I can't let my past with Laxus stop me, not with Zeref about to return to the world."

* * *

"Iron Dragon Sword!" In the bird-cage room, Gajeel leaped forward to slash at Fukaro, but the owl-man simply enlarged Lily's sword and used it to block the Slayer's attack.

"They are many evils in the world that can't be tolerated, Black Steel," Fukaro said as he held strong. "And you are one of them!" He swung the sword at full force, sending Gajeel crashing into one of the cages.

"This guy," Simon stared at the fight in worry. "Are all of Trinity Raven this powerful?"

Fukaro was surprised when Gajeel stood up, then ripped one of the bars and chewed on it. "That all you got!"

"Hoo hoo, you're a tough one to kill, this could a worthwhile job." He activated his jetpack and flew upward towards the Slayer.

Seeing the owl-man coming, Gajeel leaped from the change and over his opponent. "Iron Dragon Club!" He blasted the club with enough speed to send the owl crashing to the floor. But as Gajeel grabbed onto another cage, Fukaro remained calm as he got up from the floor, despite the few bruises from the impact and his head turned upside down.

"Don't be too calm," Gajeel stated to his opponent. "Cause I'll be ripping Lily out of your stomach."

"Then this lasted long enough." The owl responded as he readjusted his head. "It's time to bring forth the Hammer of Justice upon you!" Fukaro pulled off his jetpack, then he flew up with a pair of white wings that appeared on his back.

Gajeel recognized the wings in shock. _He's using Lily's magic?!_

"Missile!" Fukaro pressed a button on the jetpack. "Ho-ho-hou!" The jet pack lighted up and fired towards Gajeel.

The Dragon Slayer leaped away from the incoming attack and landed on another cage. "You think that'll stop me!" He heard a series of blast and saw the jet pack approaching behind him. He jumped off the cage to escape the attack, but Fukaro gave a palm thrust and a pair of clamps came from the device, grabbing Gajeel by his shoulder.

"Ahhhh!" Gajeel yelled as he was pulled by the jet pack at full force, now moving in a circular motion.

"What kind of bizarre technique is that?" Simon asked.

"I know of your weakness, Black Steel," Fukaro stated as Gajeel became more nauseous by the second. "You cannot last long while on a non-organic vehicle. Now I move for the kill!" The clasp released the motion-sick Gajeel, and Fukaro flew up to intercept. "Capture Ho-ho-hou!" He opened his beak to twice the size of his head, causing to Gajeel to fall into it. With the Dragon Slayer inside, Fukaro pushed him further into his mouth until he was completely swallowed.

"What did you do to him?!" Simon yelled. Fukaro, now with a mane of black feathers on the back of his head, turned to the fallen warrior. "My magic allows me to digest my opponents' magic. That is how I gain the Exceed's Aera magic." He enlarged the Musica sword in his right hand, then transformed his left into a metal blade. "And now I possess the Dragon Slayer's abilities. With the magic of two powerful wizards, there's no force left to stop me."

 **Gajeel: How the heck did I lose to an owl?!**

 **Technically you and Lily were swallowed. Don't worry, Lyon's coming to get you out of that pickle, right Lyon. Lyon?**

 **Happy: He's unconscious.**

 **What ?**

 **Lily *Points at unconscious Lyon, who had blood dripping from his nose*: He saw the Succubus version of Merudy and collapsed from blood lost.**

 **Gray *Chuckling*: Man, Lyon is such a pervert.**

 **Wouldn't act so quick, Gray. *Hand him a tablet* Watch this scene from episode 36.**

 **Gray: What's the big- *Nose starts to bleed and eyes start to bulge* Holy- Is that Juvia?!**

 **Eh, regretting rejecting her, Gray?**

 **Gray: I- I- *Faints from blood lost***

 **Well, while the two Ice Mages are out, you folks can leave a review, or even favorite and follow this story if you enjoy. All flames will be put out by Gray and Lyon (Once they wake up). Sayonara!**


	26. Frozen Werewolf, She-Demon's Strength

**Ladies and gentlemen, a great honor has been given to the Fairy Tail franchise.**

 **Levy: Did the manga got an award?**

 **Even better.**

 **Gajeel: The anime got an Emmy or something?**

 **Even better. For the first time ever, a Fairy Tail character is appearing on Death Battle!**

 **Lyon: That's what the hype's about.**

 **Hey, it's bringing my two favorite things together.**

 **Erza: I have already been informed of the battle. This man, Zoro, will fall by my blade. I will do what I can to protect Fairy Tail's honor.**

 **...good luck with that. Anyway, I just want to thank I Love Fairytale Endings, Just Another Star Child, DJ Zane Jr. Roo, and sassykitten1701 for favoriting and following my story. I also want to thank DJ Zane Jr. Roo, OneWhoCharms,, Cinder Fall 39 for their reviews. Cinder, you'll defiently be enjoying the next few fights this chapter. OWC, glad you enjoyed Levy and Merudy's team up.**

 **Merudy: That was pretty great.**

 **Levy: We made a pretty good team, huh.**

 **And I'm glad you're engrossed in this story, DJ Zane. Cause once you're in this rabbit hole, there's no way out ;)**

* * *

 **Gentlemen, and I use the term loosely, it's time of the disclaimer.**

 **Gajeel: Alright, DigiXBot does not own Fairy Tail.**

 **Lyon: Or any of the characters, thank goodness.**

 **Shô: The basic plot outline doesn't belong to DigiXBot.**

 **Wally: Just a few minor details that make this story stand out**

 **Laxus: All of that belongs to Hiro Mashima.**

* * *

 **The Frozen Werewolf, the She-Demon's Strength**

" _What did you do to him?!" Simon yelled. Fukaro, now with a mane of black feathers on the back of his head, turned to the fallen warrior. "My magic allows me to digest my opponents' magic. That is how I gain the Exceed's Aera magic." He enlarged the Musica sword in his right hand, then transformed his left into a metal blade. "And now I possess the Dragon Slayer's abilities. With the magic of two powerful wizards, there's no force left to stop me."_

* * *

"Eight in favor, one against." Org announced. "With this final call, the Etherion shall be fired upon the Tower of Heaven." With this the councilors exited the chamber. Yajima left with a disappointed sigh as he walked through the halls.

"Yajima-San," Stormorse called out. "I know this isn't easy to go through, but we can't let Zeref return to the world. He must be stopped at any means necessary."

"There's no chance to protest now…" The old man admitted. "But I pray that you are ready to live with the consequences."

"I'll take full responsibility for what happens…" The scarred councilor stopped when Yajima aimed an intense glare at him.

"I'm talking about people's lives here, Stormorse! Thousands of innocent people, and your own brother! Their blood will be on your hands!"

"Attention." An official spoke. "Etherion will be launched in one hour precisely. Begin preparations."

Stormorse stated clearly, "I know what is at stake here. And I'm willing to do what I must. Everything will make sense soon enough…"

* * *

 _Mira,_ Lyon thought as he ran through the Tower's halls. _Where are you…_

* * *

 _Eight years ago_

" _Come on, just read them again!"_

 _Cana sighed at the silver-haired boy's demand. "I've read them twice already, Lyon. Your faith won't change no matter what. And my cards say crystal clear that your day will be lucky."_

" _You should trust her, Lyon." Lisanna agreed. She was waiting patiently for Cana to read her fortune. "Cana's predictions are never wrong."_

" _Yeah, right." The half-dressed boy scoffed. "Just this day I fell in a ditch and lost my wallet. My day's been far from lucky."_

 _Cana rolled her eyes and returned to the white-haired girl. "Ignore him, Lis. Those of little faith can't understand what's past time." She pulled three cards from her deck while Lisanna laughed at her joke. The brown-haired girl squinted her eyes as she analyzed them. "Hmm…"_

" _What is it?"_

" _According to these, you'll have a good reunion."_

" _Reunion, what does that-"_

" _Lisanna!" The three turned to the door and saw Elfman running towards them. None of them have seen the timid boy move so fast. Nor have they seen him with a smile so large._

" _What's going on, Elf-nii-chan?"_

" _She's here!" Elfman responded happily. Before his sister could ask further, everyone's attention was grabbed when a girl around Cana's age, but with the Strauss siblings' hair, entered the guild hall. She wore a set of worn clothes and had eyes filled with age._

" _This is the place…" She said out loud. "This is what Grandpa Rob talked about."_

" _Mira-nee?" The girl faced the group of children, and started to choke with tears when she recognized the two with white-hair. "Lisanna? Elfman?"_

" _It's you!" The youngest Strauss ran across the hall and quickly hugged the other girl, with her brother quickly joining her. The older girl held onto them tightly, as if she feared losing them so suddenly._

" _You're here!"_

" _I'm so glad you're safe!"_

" _What happen to your arm?"_

" _It's a long story?"_

 _Lyon grumbled "Who the hell is that- Ow!" He rubbed the back of his head where Cana rapped._

" _Don't you know?" Cana chided. "That's Mirajane Strauss, Elfman and Lisanna's older sister. They got separated when they were younger." While she smiled at the family reunion, the ice-mage still did not see such significance._

* * *

 _As soon as I find that Shô punk, I'll punch his face in!_ Lyon growled internally as he charged into a room. _I can hope that Mira will be fine-_ He froze when he saw Fukaro standing in front of the fallen Simon. What startled the ice mage the most was the mane of black feathers and the black-round tuffs on the owl's head.

"What happened?!" Lyon questioned Simon. "Weren't you suppose to go after Shô?! Mira can't fight back against Laxus if she's trapped in that card! "

"Got… held up." The shadow mage let out. "That assassin…" He pointed at the owl man. "he ate Gajeel and Lily."

"What?" The ice mage looked at Fukaro, then growled. "How did that Metal Head get himself in that mess!"

The assassin chuckled as he rubbed his belly, which was now growling. "The digestive process has now begun! In approximately ten minutes, both Black Steel and his partner will be reduced to nothing, and their magic shall belong to me!"

"Like you'll have a chance!" Lyon growled as he brought his hands together. "Ice Make: Eagle!" He sent a flock of ice constructs straight at the assassin.

"Iron Dragon Roar!" But to his shock, Fukaro unleashed a storm of iron shards straight at the ice mage, shattering the eagles and continuing forward.

"Ice Make: Shield!" He created a barrier to block the shrapnels, but it slowly started to crack apart. "That's all you got, bastard?"

"You fool! You should be aware as Black Steel's comrades that ice can't stand against metal! Iron Dragon Sword!" He transformed his arm into a long blade, then enlarged it straight towards the ice mage, shattering the shield.

"No!" Simon shouted.

* * *

 **"** ** _Doesn't she's seems a bit shy?" Lyon stopped drinking his beverage and looked at the card mage. "Huh?"_**

" _That girl Mira barely opens up." Cana explained. "The only people she'll talk to are her siblings and Master. I tried to talk to her, but she ignored me. Lisanna said that she's been through a lot and that's why she's quiet, but still…"_

 _Lyon smirked and got up. "So the new girl doesn't bother to say hello, huh." He cracked his knuckles. "Well, maybe the Legendary Lyon should explain how things work."_

" _Since when are you so 'legendary?'" Cana rolled her eyes, but the silver-haired boy ignored her and walked over to Mira, who was eating lunch at a small table with her siblings._

" _Oh, hi Lyon." Lisanna greeted the approaching boy, but he ignored her as he eyed the eldest girl._

" _Hey, you!" He barked. But she ignored her, he growled and kicked away the table she was eating at. "Can't you hear me?!"_

" _Why did you do that?" Elfman gasped._

" _Not my fault she's rude."_

" _Just leave her-" Lisanna tried to shout at him, but Mira got up and held her back. The eldest white-haired girl then glared at Lyon. "And I'm sure it's not my fault that you're a little pervert who's in just his underwear around little girls." She pointed at the half-dressed state he was in._

 _The boy became shocked at the statement, and nearly all the guildmates laughed at the remark. Even Cana and Lisanna were giggling under their breaths, while Elfman was trying to hold back a laugh._

" _Why you little!" Lyon clenched a fist and formed a cat-shaped ice gauntlet around it, then tried to hit the white-haired girl. But Mira grabbed the punch and threw him to the walls._

" _Urgh!" He growled as he got up._

* * *

Both Simon and Fukaro were shocked when the shards of the Ice-Shield faded away, revealing that Lyon had grabbed hold of the sword with both hands before it could pierce him, and ice was forming on the blade.

"He- He actually caught it!" Simon astonished. Lyon raised a fist and slammed it on the sword, causing the tip to shatter and reverting bolts of pain to Fukaro, forcing him to revert his sword to normal as Lyon began laughing.

"You call that a sword?!" He taunted. "That could barely cut butter! You think you have Gajeel's iron magic, but you're nothing but a little poser!"

After rubbing his reverted arm, Fukaro glared at the ice mage."Such immense power! I shall capture it and add it to my own!" Charging towards his target, the owl-man transformed his feathers and skin into a layer of iron scales. Startled at the incoming assassin, Lyon was easily grabbed and was soon being stuffed into Fukaro's mouth, with his head and an arm already inside.

"My hide is now impregnable!" The iron-clad assassin declared. "You can't stop me!"

"Oh yeah? Ice-Make Hornets!" With the one arm inside, the ice mage created a swarm that began to sting the fleshy insides of the owl.

"Oww!" Engulfed by pain, the assassin was forced to spit out Lyon and revert the iron scales. He used Lily's Aera to fly up, then spit out the broken hornets. "Clever trick."

""Don't have time to mess around!" Lyon slammed his hands together, creating a mist of ice crystals that surrounded him.

* * *

" _Got your ass kicked by Mira again?" Macao joked as Lyon rubbed his recent bruises._

" _Kid's persistent," Wakaba mentioned. "Probably got a crush on her or something."_

" _Shut up." The ice mage grumbled back._

" _That girl is pretty tough. Especially if she can beat Lyon constantly."_

 _Macao laughed. "Bet he'll have to call her 'The Mighty Mira.'"_

 _Lyon slammed his hands on the table. "I won't accept her winning! I don't even accept her as my guildmate!"_

* * *

"Ice Make: Lycanthrope!"

* * *

 _Much latter, Lyon finally found Mira alone, sitting down and facing the river banks. "There you are." He smirked. "You're going down Mira!" He charged down the hill, ready to pounce her._

 _But she turned her head, he stopped when he saw her tear-filled eyes. Their sadness ended up freezing him._

 _Mira stood up and growled. "Can't you just leave me alone." She sighed. "Alright, go ahead. Maybe this time you'll learn." But the silver-haired boy didn't budge. "Well, you're gonna fight or not?"_

" _Uh, uh," Lyon shook away his stillness and then asked. "Why are you alone right now?"_

 _Mira blinked at his sudden question, then stared at the distance. "I'm not… always comfortable being by people. I like to come here to relax."_

" _Well, you're alone now. So why were you crying?" Lyon asked bluntly._

 _Mira sighed and glared at him. "Didn't you want to fight me?"_

 _Lyon blushed then looked away. "I don't fight girls who were just crying. Just know that you're lucky today." He didn't notice the faint smile on her face._

* * *

When the mist faded, two ice gauntles in the form of long claws covered his own hands. His eyes and hair were covered with a wolf-face mask. He breathed heavily as he glared at Fukaro.

"A little show will not intimidate me!" Fukaro declared. "Iron Dragon Club, Hoo ho ho!" The owl sent the club straight down at Lyon, but the ice mage easily leaped above it when it hit. He landed on it, then ran up it at high velocity.

"Impossible!" The owl pulled back the club, yet Lyon easily leaped off it and grabbed onto one of the cages.

This only infuriated the owl assassin. "That's it, you miscreant! Double Sword, Hoo ho ho!" Enlarging Lily's sword in one arm and transforming the other to Iron Dragon Sword mode, he started to rotate incredibly fast, the two blades slicing down anything in their way, including the hanging cages.

Lyon watched the two swords rotate, then jumped off the cage before it was cut down. He managed to time his jump and land on the flat of one of the swords, and used his velocity to jump forward towards Fukaro, who was too concentrated on spinning to spot him, and grabbed onto his head.

The ice mage placed a claw-covered hand on his helmet, and an ice mouth-guard shaped like a wolf's lower jaw formed. The jaw followed his mouth's movement, so when he opened then slammed down his jaw, the wolf-jaw crushed down on Fukaro's neck, inflicting him with the sharp fangs present and forcing him to screech in agony.

The intense pain cause the assassin to lose concentration, reverting both the Aera spell and the Iron Dragon Sword and causing the two to fall to the ground.

Lyon roared as he slashed at the assassin with his claws as they got closer to the floor. "We won't let you take Mira!" He yelled. "She's part of our family!"

 _Even among us, she was alone._ He didn't say out loud. _She wore a mask of a demon to stay strong, to hide her tears. She needs to know that she doesn't always need that mask._

With a dual strike from his claws, the ice mage sent enough force onto Fukaro that it forced him to spit out Gajeel and Lily, both unconscious from being in the assassin. The four crashed into the ground. Lyon got off the floor and stared down at the bleeding assassin. "We're bringing Mira back to Fairy Tail," He said as the ice constructs melted off him. "So she'll never have to cry again."

 _Incredible._ Simon astonished. _The files on Lyon Vastia, they never said how powerful he was._

Lyon winced and struggle to stay standing. "Gotta… keep moving" He panted as he felt weak from his bruises and the drain of magic. "… find Mira…"

 _No. It's the bonds with Mira and his guildmates, that grant him the magic power to keep fighting._ He smiled. _You found a great guild, Mira._

Simon managed to stand up and place a shoulder on the weaken ice mage. "You need to rest. Find the rest of your guildmates and get out of here."

Lyon glared at the shadow mage. "No way, we still have to-" He flinched from his fatigue.

"You used up too much magic fighting Fukaro." Simon walked over to Gajeel and Lily. After placing his fingers on each of their throats, he faced the ice mage. "Gajeel still has enough energy to fight; he'll definitely wake up soon. But Lily will be out for too long, probably because he was in Fukaro's stomach much longer. He's need time to heal, just as you do."

The ice mage wanted to protest, but he saw reason in the man's statement. "Alright." He walked over and picked up Lily and the Exceed's sword. "You'll bring Mira back safely, right?" He asked Simon, who lifted Gajeel over his shoulder.

The shadow mage nodded. "I'll do what it takes to save her." The two split up to their separate paths.

* * *

The people of the city of Era were frightened when the Magic Council headquarters fell into the ground, only for four pillars, each topped with a lacrimas obelisk, rose from its perimeter and a gigantic lacrima prism rising in the air above the center, with energy from the obelisks traveling to it.

"Twenty-seven minutes until we fire the Etherion." Inside the Magic Council, officials were preparing the W.M.D. Etherion, the screens showing a clear sky image of the Tower of Heaven.

"To think that we would be forced to make such a powerful decision," Org said to Michello, Leiji, and Beleno as they watched the Etherion being prepared. "Especially with the Chairman on leave due to his ailing health."

"With the Chairman absent, the responsibility of maintaining balance falls upon us." Leiji stated

"I know this is difficult Org, to fire on a nation unannounced." Michello consoled. "But Article 27, Section 4 of the International Security Act protects us due to the circumstance."

"This is more than just legal matters." Org explained sternly. "The Etherion will take all lives in its path, including the innocent."

"But more will fall if Zeref is resurrected," Beleno countered. "A force like him can only be prevented by extreme measures."

Stormorse and Ultear were watching the same preparations on a platform above.

"It's almost time, Stormorse-sama." Ultear said. The scarred councilor only stared at the weapon with an unreadable expression.

"Everything you have been preparing for has lead to this."

"Aren't you afraid?" Stormorse grunted.

Ultear did her best to hide a smile. "Not while I have my faith in you."

Unbeknownst to them, the back of a column behind them glimmered as Yajima's invisibility partially faded.

 _What are you up to, Stormorse?_ The old man, flat as a sheet against the column, thought. He thought about his previous investigation, the one he did for Makarov...

* * *

 _Hours ago._

" _The protocols of a Class A crime is apparent, sir." An official explained to the short chairman. "All of possessions of the offender are confiscated, and their assets are liquidated to the Council's treasury."_

" _And none of that would go to, say, the relatives of the victim?" Yajima asked, remembering the concern that Makarov had. "Such as a set of tickets?"_

" _Any condolence for such a victim would be given directly from the Magic Council's vault, depending on the importance and connection to the council of said victim. And according to the records, the granddaughter of Joseph McGarden already received a condolence three years ago, so she would not receive retribution from Ore's assets."_

" _I see." As the official was about to leave, Yajima called out to him. "Hold on."_

" _What is it, sir?"_

" _Who was in charge of liquidating Ore's property?"_

" _That would be Stormorse Fernandez. He even visited the home personally."_

* * *

 _Why give those tickets to Levy, Stormorse?_ Yajima thought. _She may be Joseph's granddaughter, but that can't possibly be enough to grab your attention unless…_

 _Unless she wasn't target. Could the target have been Mira?_ This was possible. He remembered years ago when the Take-Over immediately attacked the blond haired councilor when they first meet. Apparently she confused the man for someone from her past, who Stormorse claimed was his twin.

"Of course you're not in danger," Stormorse said to Ultear. "If this fails, I'll be dead as a doorknob."

 _Die?_

The scarred councilor smirked. "But this worth bargaining my life on, especially with my dream so close to reality." This brought more worry to the hidden Yajima.

* * *

"Laxus!" Shô screamed as he raced down the Tower's hall. "You'll pay! Deceiving everyone, hurting Nee-san, you'll pay for everything!"

"Shô!" Mira's voice called out from the card in his breast pocket. "You need to calm down. Let me out!"

"I'll protect you Nee-san!"

"It's too dangerous!" Shô didn't hear her, continuing to run until he entered a round room. The room was with the main pathway being on a stage, and the only exit was at the back, through the doors on the first floor. Surrounding the stage were various seats, set as if for an audience.

Standing on the balcony above the exit was a blond haired woman wearing a blue gown, having a tight corset and a medium skirt. Her shoulders and arms were covered with long, silky sleeves, and her hair was held back with a blue headband with a white flower. She looked down at Shô with a predatory smile, seeing him as an easy target.

"Greetings." She smirked. "I hope you enjoy the decor, a little sometime from my home of Veronica."

"Who are you?" Shô growled. "Are you one of the warriors Laxus sent?"

"That's correct. My name is Coordinator, the last face you shall see."

"Then you're in my way!" Shô pulled out a set of cards and threw them forward. They glew brightly as they flew straight up to the assassin. But she simply rose her hand at them, and the cards lost both their glow and momentum.

"What…" Coordinator leaped down from the balcony, then started marching towards the youth. Shô growled and rose his hand, startling the assassin as she glowed then became trapped in a playing card that was falling to the ground.

"Got her." He let out a sigh of relief.

"Shô, wait!" Mira called out. "That spell won't work on her!"

Before he could ask, the surface of the falling card began to crack apart, and the card soon burst apart with Coordinator standing in its place.

"But how-"

"Impressive, isn't it." The assassin smiled viciously at him. "Any spell will fall apart by my own hands."

"Shô, you need to let me out!" Mira shouted. "She's too strong for you!"

"No!" He protested as he stepped back nervously. "You're safe in there. The card is protected."

"She's a dispeller! You saw her escape from that card! She'll just pull me out!"

"So that's where you've been hiding, Mira." Coordinator said. She held out her hand and pulled out a retractable blade from the air. It's cover moved upward as the blade moved up against it, then she used it to slash at Shô, leaving a deep gash and releasing the card Mira was in from his breast pocket.

"Shô!"

"Nee-san." He croaked as he quickly grabbed the card from the air with one hand and held onto his wound with the other, then turned away from Coordinator

"Please, just let me out! I can't let anything happen to you!" Shô's eyes teared up from his determination and his pain.

"I can't lose you again!"

"Dammit Shô! I'm the only one that could take her!"

"Any last words?" Coordinator taunted as she strutted over to the card mage.

Shô growled under his breath. "Bite me." He quickly turned around and threw a glowing card straight at her.

"This again." The assassin stated as she dispelled the card unenthusiastically. "A young man should at least-"

She didn't finish as the card erupted and Mira burst at her in Satan Soul: Beelzea. The assassin moved away to avoid being slashed, then growled at the Take-Over.

"So, you covered that card with another spell, so that my dispel would take that and the card trap out at the same time. Very clever…"

"Glad you think so." Mira growled as she made sure Shô sat down carefully away from the fight, then formed a black sphere in her palm. "Darkness-"

Coordinator simply laughed as she rose her hand, and Mira reverted back to her human state.

 _The hell?!_ Mira thought. _Beelzea, what just-_

 _That woman,_ Her Satan Soul growled. _She must have canceled your magic._

 _This isn't good._ Shô worried. _How can Mira fight this woman, if she can just shut down her Satan Soul._

"Is that all you have?" Coordinator taunted.

Mira growled back. "Not even close. Satan Soul: Kitsune!" Transforming into the fox woman. She lit up her gauntlets, then shouted. "Yokai Cross!" and crossed her arms together, forming an "x"-shaped flame that hit the assassin dead-center.

 _Be careful, Mira-dono._ An old matron's voice advised. _Rushing so quickly could lead to your fall._

 _I know that, Kitsune._ Mira grumbled as she charged through the frame, but was shocked when she couldn't find her opponent.

"What the-"

 _To your right!_ The She-Demon turned and spotted Coordinator, now wearing a red and black armor. Coordinator grinned as she rose her hand and dispelled Mira, then slashed at the dispelled-girl's back with a large, red blade, sending Mira tumbling to the floor.

"Nee-san!" Shô shouted.

Mira got up from the ground and faced her opponent. "You can requip armor too?"

"Why of course," The assassin replied patronized. "It would be silly to rely on just one type of magic

The She-Demon growled and shouted, "Satan Soul: Halphas!" She flew above and sent a blast of dark magic at her opponent. Coordinator requiped in a golden armor with wings and slash the attack with a scythe, then flew up to slash Mira.

Mira generated a shield made of shadows to block the attack, but each strike from her opponent began to break down her defense.

 _Ano, Mira-sama,_ A timid voice in her voice whispered. _I think we need to move._

 _We can hold a bit longer, Halphas._ Mira argued. _Just-_

 _Mira-sama!_ Halphas called out too late as both the shadow shield and the Satan Soul evaporated, leaving Mira vulnerable enough for Coordinator to grab her by the throat, then throw her at the balcony.

"No!" Shô shouted. _Dammit! That woman's too strong for Nee-san._

The She-Demon got up, partially bruise from the impact. _Rest for a moment._ Beelzea commanded. _Once we find a way to bypass her Dispel magic, we can-_

 _No._ Mira stated.

 _All we need to know is how quick the Dispel is activated._ Kitsune advised. _With that we can…_

 _That's not going to work._ Mira leaped down from the balcony. _I have to take her on, by my own._

 _But that's suicide!_ Halphas protested.

 _It's the only way to face her. I need you three to get_ her _ready. I'll hold her off until then._

Beelzea hissed. _That one is a reckless maniac. And this woman is too powerful an opponent._

 _Trust me._

Her eldest Satan Soul sighed. _Good luck, Mirajane, will get_ her _ready._

"So what Satan Soul shall you use next?" Coordinator asked.

Mira smirked. "None." Startling everyone in the room

"What?!" Shô shouted. "Are you crazy! You must have other demons left! You'll be strong enough with-"

"I won't be strong." Mira stated. "I saw my Satan Souls as a source of strength, as comrades to fight alongside. But I used them as a crutch, using their power instead of my own, and as a mask to hide my fear, which left me weak in the end. It's not wrong to lean on your friends sometimes, but it's a sin to rely on them without contributing back."

"So now this is a quest of philosophy." Coordinator smirked. "Then let see how long you last!" She rushed forward, ready to slice the white-haired girl in half, but she was shock when Mira easily leaped over her.

"How-" She questioned, but Mira just smirked. "You think this is my first time fighting a girl in armor?"

"Let see how long you'll last against this armor then!" Coordinator requiped in a purple-and-white armor and summoned her retractable blade, then charged straight at the Take-Over. Mira ducked under the first slash and threw an upper-cut, stunning the assassin for a second. But the assassin recovered quickly and threw another blade strike at Mira, forcing the latter to grab with her hand; the cut from the blade cause blood to seep on the palm.

Coordinator smirked at the off-guard girl, and she summoned the red blade, ready to bring it down on Mira. The Take-Over quickly let go of the other blade and gave a roundhouse kick at the assassin, pushing her back a few feet and causing her to drop her weapons.

"Enough!" Coordinator snarled as she requiped to a blue consisting of a skirt and gauntlets. "I'll make sure you won't last another second."

 _Hey Strauss!_ A cocky voice yelled eagerly in Mira's head. _You called?_

Mira smirked. _You ready for this?_

 _Hell yeah!_

"Satan Soul: Sitri!" The She-Demon glowed before another Satan Soul, taller and more massive, took her place. This one had her hair wild and free flowing, and armor plating covering her chin and the sides of her head before extending to two ram horns. She wore a blue-scheme leotard over her body, and was topped with a navy-blue trench coat with a bat-wing shaped collar and held by a large belt tied at her waist. Her arms were covered with metal gauntlets with the fingers shaped like talons.

"This here's Sitri," Mira explained. "The strongest Satan Soul in my arsenal."

"Wow." Shô said, gobsmacked

"Doesn't matter how strong it is," Coordinator countered as she rose her hand. "It won't last against-" She froze when she saw that her Dispel had no effect on Mira. "What?! That's not possible!"

"Surprised, bitch?" Mira and Sitri shouted together.

The assassin growled and requiped a long red sword. "Doesn't matter how strong it is, no one has bested me!"

 _Why don't we shut this cunt up, Mir?_ Sitri chuckled.

 _Language, Sitri!_ Kitsune chided.

 _Enough you two,_ Mira reprimanded. _We have to fight her, together for real._

Both opponents launched forward with weapons drawn, for Coordinator her sword, for Mira her talons. They moved past each other, neither showing signs of defeat.

Suddenly a short cut appeared on Mira's shoulder, forcing her to freeze in pain as blood burst out.

"Nee-san!"

"And thus, you lose." Coordinator taunted. Suddenly her eyes widen, as a large gash from her shoulder to her waist burst opened, and that cut became minimal when she was engulfed in flames. _I lost?!_ Was her final thought, too shocked to even scream. _That's impossible..._

"Alright!" Shô cheered as Mira remained standing, despite panting from the pain of her wound. "You did it! You're the best, Nee-san!"

 _Through Fairy Tail, I slowly began to open up._ Mira thought. _Now I can actually use my strength to defend the people I care about._

"You think you've won," The scorching assassin chuckled as she entered Death's grasp. "You've only bought yourself… fifteen minutes."

"Fifteen minutes?!" Mira shouted. "Do you mean the Etherion?!" But the assassin was no longer able to answer. "Shô, are you alright?"

"Yeah." The card mage answered as he managed to stand up.

"I need you to find Simon and the others, and my guildmates, then get them as far away from the tower as possible."

"But…" Shô tried to protest.

"Please Shô."

He sighed and nodded. "Alright." As the Take-Over walked towards the exit under the balcony, he called out to her. "What are you going to do?"

He didn't see the hate-filled scowl on her face. "I'm gonna end this, once and for all."

* * *

"Urgh." Gajeel groaned as he stirred awake. He was being carried by Simon through the outer stairway of the tower. "Where am I?" When he realized he was being carried he turned his head to Simon's "And who are you?"

"My name's Simon, I'm an old friend of Mira." The shadow mage answered patiently. "We've met earlier."

"Oh yeah, you were there when-" His eyes widen as he remembered. "Lily! He's still in that giant pigeon! Don't tell me I lost to that birdbrain!"

"Actually, you were swallowed." Simon explained as the Dragon Slayer got off his shoulder. "But you don't have to worry. Lyon managed to defeat Fukaro and rescue the two of you. Lily was in the assassin too long, so he and Lyon had to-"

"Are you saying stripper beat a punk that I couldn't! I'm heading back, I'm fighting that bird one-handed!" He attempted to run down the stairway, but Simon grabbed him by the back of his clothes.

"There's no time, we have to-" Simon cringed in pain, and he fell to his knees as he placed a hand on his abdomen.

"What's wrong?" Gajeel questioned.

"Injury from… facing Fukaro." He answered as he pulled off his hand, wincing at the red blood on it now. "Doesn't matter."

"Like hell it doesn't." Gajeel grunted as he guided the injured mage to rest against the side of the tower.

"I won't last long." Simon explained. "You just have to go on without me."

"Aren't they people depending on you?" Gajeel scoffed. "At least stay alive for them. You know, for She-Demon, the block-man and the cat-girl…" He struggled to think of any more.

"Kagura…" A near inaudible voice groaned

"What?" Gajeel asked. "Who the hell's that?"

"She's… my sister." Simon explained as he placed the hand not covering the wound on his forehead."We were separated… by an attack… from the cultists. Just like Mira… was separated from her siblings." He sighed. "I don't even know if she's still alive."

"If she is, then live for her sake." Gajeel stated bluntly. "Her's and your friends'."

"We have to save all of them first." Simon replied. "I just got word from Wally and Millianna. They found Levy and Merudy and one of the assassins, all unconscious. It looked like those two defeated him. I explained as best as I could what happened, so they bringing your friends to safety

"I also got word from Shô. He said that Mira managed to defeat the third and last assassin. All of them but Mira are meeting Lyon and Lily at the boat you all took to get here, while Mira's going after Laxus, the last opponent left and the one she plans to kill.

"But he is just too powerful for her to beat." He looked directly at the Dragon Slayer in the eyes. "Please, you must help Mira."

Gajeel was quiet for a few seconds before answering. "Nah."

* * *

"Finally." Laxus said. He was staring out of a window, gazing out at the sun sinking deeper into the sea. "Took you long enough. I was almost bored."

"Sorry for keeping you waiting." Mira growled, the heat from her Satan Soul causing the floor beneath her to melt.

"You know, you could've left any time you want. Yet you were crazy enough to stay." Laxus pondered. "Why's that?"

"I stayed so I can free my friends."

"Go ahead. With the tower finished, I don't have a need for them." He replied nonchalantly.

Mira rose an eyebrow. "You're not worried about the Etherion coming in ten minutes" When Laxus began chuckling she frowned. "So you were bluffing?"

"Oh no," Laxus protested. "It's gonna be coming."

"That's all I needed to hear," Mira growled as flames danced on an open palm. "Then I'll just keep you here till then, and finally end this!"

"No way!" Laxus boasted, a shit-eating grin on his face. "The only way this ends is with you as Zeref's sacrifice!"

* * *

Simon's jaw dropped in shock. "'Nah!' Didn't you hear a word I said?!"

"She'll be fucking piss if I butt in. And I know in this tower for at least eight years, but the She-Demon's an S-Class, which means she's extremely strong. I think she can take this-"

Simon managed to grab Gajeel by his shirt and pull him close. "You don't understand!" He yelled at the Dragon Slayer with serious expression in his eye. "This isn't just a matter of strength or magic power! Mira…" Tears formed in his eyes. "She still hopes that she can save Laxus. She doesn't have the ability to completely hate him. But Laxus is cunning. He knows this, and he'll take advantage of that.

"Not only that, but I learned from Shô that the council will launch the Etherion in 15, no, 10 minutes." This unnerved Gajeel greatly. "It will destroy everyone still in the Tower. Since Mira sent him to save everyone, she must be planning to use the Etherion to take Laxus down with her…"

Shock first filled Gajeel's eye, then anger filled his voice as he growled. "Where is she now?!"

* * *

Laxus rose his hand and summon a wave of spectres to surround Mira, but the She-Demon easily dodged the attack by leaping over it.

But doing so left her vulnerable enough for Laxus to send a bolt of lightning at her, blasting her through a wall and out of the Tower. Falling downwards, she turned off her Satan Soul and used the falling debris to leap back inside.

"You spent eight years building this building and now you're trashing it?" Mira questioned as she threw a roundhouse kick at the lightning mage, who moved before it could hit him.

"It's just some pillars," Laxus smirked in response. "No biggie."

"'No biggie?'" Mira growled as she used Satan Soul: Beelzea on just her arm and attempted to slash at the fast moving wizard. "Shô and the others spent years working on it, believing in what you told them, and that's how you treat it?!"

"As long as the R-System still stands," Laxus replied as he formed a sphere of darkness in his palm. "Then those eight years a well spent!" He threw the sphere at Mira, trapping her in a cocoon made of ghost.

The lightning mage smirked as the cocoon began to shrink. He turned away, waiting for it to weaken Mira enough for the ceremony. But he paused as he saw from the corner of his eye that the cocoon was starting to shatter. It burst open, revealing Mira in her generic Satan Soul state.

He couldn't react fast enough as Mira burst forward and slashed at his waist. _Is this really her, the same Mira that was so afraid?_ The She-Demon slammed his back to the floor, and then slammed one of her hands on his chest, making it taxing for him to breathe.

 _Now's your chance._ Beelzea stated. _Finish him._

She glared fiercely as she placed the talons of her other hand near his throat. "What are you really up to, Laxus?" He stared at her in confusion.

"You never did finish the R-System, did you? In the eight years I've been away, I've been researching how it works. And I know that even though you followed the blueprints for the tower to the last detail, you're missing one basic thing to complete it."

"I already have it," Laxus growled despite the difficulty of breathing. "You're the sacrifice, remember…"

"More than that, Laxus. "You're missing the most crucial piece: magic.

"Something like resurrecting the dead isn't easy. A spell of this scale needs two billion, seven hundred million units of magic energy, more than what all the wizards of Ishgar can make combined. There's no way a single person can get that much power. Even the tower can't get it.

"Not only that, but you know that the magic council is firing the Etherion on the Tower, yet you're not even worried, much less trying to escape. What are you planning?"

Laxus was quiet for a few seconds before speaking. "Three minutes till Etherion falls…"

"Dammit Laxus! Your dream is dead! It's been dead for years now! Do you want to die with it?!" She pressed harder on his chest, almost breaking his sternum. "Then I'm holding you down until the very end!:

"Actually," Laxus admitted. "That sounds pretty good." This caused her to reduce her force on him.

"For eight years I was controlled by Zeref. I was nothing but a puppet, unable to resist his commands to bring him back."

"So you were possessed." Mira realized.

"No one could have saved me, not me or any of my friends." He chuckled morbidly. "Paradise… heaven… freedom, none of them could have been found with him."

* * *

The massive lacrima prism in era began to glow intensely.

"The final phase for the Etherion firing sequence is complete!" An official shouted as the controls for the massive weapon glowed brightly. "Expand the Satellite Square!"

"In that case," Org stated. "Thus we pray to the sacred light."

"Thus we pray." Almost every member of the council echoed.

"Thus we pray." Stormorse stated, a cold emotion reflected in his eyes.

The prism then became pure energy, waiting between the four obelisk for its unleashment

* * *

The clouds above the Tower of Heaven faded away as a large spell appeared, consisting of two magic circles and a square frame between them, giving a golden glow that almost block the darkness of the night sky.

"Is that…" Shô asked. "The Etherion?" He, Wally, Millianna, Levy, Lyon, Lily, and Merudy were all in the boat that the Fairy Tail wizards took to reach the structure, and all stared in fear of the mechanism in the sky.

"The Council's actually going to fire?" Wally gasped.

 _Gajeel, Mira._ Lily thought in worry. _Be careful…_

* * *

"I knew that I couldn't have completed the R-System," Laxus stated. "But Zeref's ghost just kept pushing me to. Now I'm nothing but a broken-down tool." He gazed up at the white-haired woman above him. "Mira, you managed to take me down. I know you came to finish me, so you can go ahead and finish me off."

The She-Demon couldn't move her talons closer to the lightning mage's throat. _Do it, Mira._ Beelzea commanded. _Finish him._

 _I…_ Mira replied hesitantly. _I can't._

 _You said that you would kill him._

 _I'm not detecting any visible evidence of deceit,_ Kitsune stated. _But we can't take the chance_

 _Just look at him!_ Mira shouted. _He's already broken._

 _But he hurt you, Mira-sama._ Halaphas protested. _He's a monster._

An hour ago, the She-Demon would have agreed. But Mira couldn't bring herself to see Laxus that way; at that moment she saw him as the boy she met eight years ago. She suddenly sensed a large amount of magic above her, and heard the air cackling above and the building shake.

"The Etherion's already above us." Mira stated as she got off Laxus. "There's no point killing you if it can do it for me. Now it's over for both of us." She reverted her Satan Soul.

Laxus was first shocked at her action, then he laughed morbidly as he sat up straight . "Guess you're also a broken tool of faith."

"And you were another sacrifice for Zeref." Mira smiled.

"You're right. This death is my atonement, for failing to see the gap between truths and lies."

"Well you won't do it alone. I have to atone for abandoning a friend, not being able to save him." She held him tightly in embrace.

"You already did."

* * *

"Thus we pray to the sacred light! Etherion unleashed!" The energy launched from Era and shot straight to the clouds, moving through a gate in sky to the target

* * *

The magic circle glowed even more brightly as it received massive amounts of magic energy. It then sent it all downwards to the structure straight below, engulfing the Tower of Heaven in a pillar of white light.

Simon, who still laid on the outmost stairs, looked upward to the Satellite Square as it sent forth the power. "So we were too late…" He said as the white light consumed him.

* * *

Gajeel was racing through the tower, trying to reach Laxus and Mira. But he was far too late, and he cursed as the white light from outside reached into the room.

* * *

The throne room glowed brightly as Mira and Laxus continued to hold each other tightly. But she didn't see the victorious smirk covering the lightning mage's face, when the Etherion finally fell upon them...

 **Oh my, just what is Laxus up to…**

 **Laxus: Don't you already know that?**

 **It's called a rhetorical question. Anyway, leave your reviews and don't forget to follow or favorite if you haven't yet. Cause next week will be the greatest fight in the entire Alternate Tail storyline so far.**

 **Gajeel: Ghi hi, I'm all fired up!**

 **Natsu: Hey! That's my line, copy cat!**

 **Also, happy Thanksgiving to those that are celebrating this Thursday.**


	27. Black Steel Rage

**Welcome everyone to the penultimate chapter of the Tower of Heaven arc. Here we have the brawl you've been waiting for: Gajeel vs Laxus!**

 **Laxus: Don't think I'll go easy on you, Gajeel.**

 **Gajeel: Ghi hi, I can take what you dish out.**

 **First, I want to thank Petalos De Agua and Crystal-Voices for favoriting and following Alternate Tail. And, I want to thank Lancelot Du Luc, OneWhoCharms, and Cinder Fall 39 for their reviews. With that out of the way, let's continue!**

* * *

 **Alright Gajeel, this is your big moment!**

 **Gajeel: Bring it on then, I don't have all day.**

 **Ahem. Something needs to be done first.**

 **Gajeel: Alright. DigiXBot does not own Fairy Tail.**

* * *

 **Black Steel Rage**

 _The throne room glowed brightly as Mira and Laxus continued to hold each other tightly. But she didn't see the victorious smirk covering the lightning mage's face, when the Etherion finally fell upon them…_

* * *

As the white light of the Etherion fell onto the Tower of Heaven, the structure's collapse caused large chunks of it to fall into the sea, releasing massive waves. One of those waves was reaching towards a lone wooden boat.

"Here it comes!" Merudy shouted as all 7 were dunked under the water by the force of the wave. The only sound that remained was from the turbulent sea, and only pieces of the boat floating above were the only sign that the seven wizards were there.

Suddenly the water burst as a large whale made of ice breached. It sprayed massive amount of seawater from the air, before it started floating aimlessly on the surface.

"That…" Lyon groaned inside the whale as he gently pulled his hands apart. "Was too close." He then fainted from the fatigue and would have hit the ice below if Merudy didn't catch him.

"Thanks," The Maguilty mage smiled at him. "You really save us there."

"A minute too late and we would be sleeping with the fishes." Wally grumbled.

"You think the others survived?" Millianna asked hopefully, though she knew that there was little chance of so.

Levy gave her a burdened frown. "I don't think anyone could have survived that."

"Guys…" Shô called out, a sense of fear in his voice. He was poking his head out of the blowhole. "You really want to see this." Lily, Levy, Wally, and Millianna climbed out through the blowhole with him, and what they saw could only bring fear.

* * *

"The Etherion has made contact." A magic council officer said. "Etherion density in the area is rising. We are still waiting for results."

"Intense magic level and weather anomalies are interfering with scans." Another added. "But that is expected. Results will come soon."

The Councilors sighed in relief "One can only imagine how many lives were wiped by the Etherion." Org said, pinching his forehead in guilt.

"But they were trying to resurrect Zeref," Michello countered. "They've made their choice, and we have to make ours for the fate of thousands."

"I understand, old friend, but that will not comfort the families of those that died."

"We're getting results now." An official called out. "It's… oh no. That's impossible!"

* * *

"I don't believe it." Levy gasped as the smoke from the impact faded away. She and the others could gap at the massive, blue crystalline structure that rose from where the Tower stood.

"What the," Lyon stared as he and Merudy climbed up to the top of the whale. "What's with that crystal?"

"That's not just any crystal." Lily realized. "That's a lacrima."

"You bet it is." Wally grumbled. "It's the actual R-System. This is the first time any of us saw for real."

"Laxus never explained how it work," Millianna added. "He just said that it'll be ready when the time comes, which is right now."

"Are you saying Zeref is going to be resurrected?!" Merudy shouted.

"No idea." Shô admitted.

"There's a chance that Mira and Gajeel are still alive in that thing." Levy said.

"Yeah, and Simon," The Card mage agreed, then he frowned. "But also Laxus."

* * *

Mira didn't know what happened. One moment she held onto Laxus, waiting for the Etherion to smite them both. But instead, she opened her eyes to find themselves alive and in some sort crystalline room.

"I don't…" She looked around in confusion. "How are we still…" She stopped when she heard laughter coming from her childhood friend, and became shock when he stood up at let out a victorious cackled. "What have you done

"Finally!" Laxus shouted, bathed in his own glory. "After eight years, it's finally complete!"

Mira stood up and faced him in confusion. "What is this?"

He turned his gaze at her and smirked. "This, is the true form of the Tower of Heaven, a giant lacrima crystal."

"Lacrima..." Realization came to the She-Demon. "Then the Etherion… it was absorbed by the R-System."

"All two billion, seven hundred million magic units," Laxus said. "Just like a lightning rod." He grinned at her. "Guess I have the final piece I need to get the R-System complete, thanks to the magic council."

* * *

"What the fuck just happened?" Gajeel growled as he stood up. He was shocked by the change of the building. "Where this crystal came from?"

* * *

"The Etherion was fired," Simon groaned from where he laid. "None of us should have survived. So how…"

* * *

The officers at the magic council were in a state of panic as they received the data from where the Tower of Heaven was.

"There's Ethernano cancellers found at the sight."

"There's a sudden drop in density."

"Picking up a large amount of magic energy that's growing, enough for a massive explosion."

"Restoring visuals right now." A massive screen fizzled for a few seconds before the council became witnesses to the large lacrima structure.

"A lacrima!" Leiji exclaimed. "It must have absorbed magic of the Etherion."

"That's impossible." Org muttered. "That much magic energy could destroy so much.

Yajima could not be quiet any longer, and so he walked straight to Stormorse. "You best explain what you have done, Stormorse." He confronted. But he was startled when the blond haired councilor suddenly faded away

* * *

"So I was nothing more than your pawn." Mira growled at the lightning mage.

"Well as gullible as you are, I think you're more of a queen." A smug and familiar voice countered, one that shocked the She-Demon as its source came from behind her. "With our power limited, he needed your strength to keep him safe.

"Stormorse," Mira growled as he walked passed her. "What are you doing here?"

"Remember when we first met, Demon?" Stormorse asked.

"You came with old man Dreyar to the council to submit a written apology for your crazy destruction." Laxus said.

"And she attacked me," Stormorse smiled. "Thinking that I was you."

"Well, we look pretty alike."

"You didn't stop until I confess that I was his twin. Though of course, you didn't stop hating me till since then."

"Why wouldn't I?" Mira snarled at the councilor. "If you did care of your brother, you would have stopped Laxus from doing this. But you were helping him weren't you, spying on me and telling everything to him."

"Well, I also might have _arranged_ for you to be at Akane Beach by sending those tickets to that Letter Mage friend of yours," Stormorse admitted. "so Laxus can sent your old friends to pick you up."

"You should have just told her that you were hunting me down." Laxus said to his twin.

"Hey I had to come up with an excuse on the fly. I couldn't let my plan of getting into the council be ruined by running into Mira there."

"So both of you were conspiring together the entire time." Mira growled.

Laxus laughed as he stood right next to Stormorse. "Conspire together?"

"Not even close." His brother added.

"It's much more, complicated…" Mira was started when Stormorse body became transparent as the Fernandez brothers said "We're one and the same." At the same time. "All since the beginning." Stormorse stepped towards his 'brother' enough that he started to merge with him, becoming a field of electricity that surrounded him. "Ah, it's good to have my magic power at full level again."

"Stormorse was… a thought projection." Mira realized. "But that's impossible! He was a member of the council and a Wizard Saint. A thought projection-"

"Can't use magic." Laxus chuckled. "That's what people with limited imagination believe. I'm the type of guy that pushes the boundaries."

"So you fired the Etherion, on yourself?! You wormed yourself into the council just for that?!"

* * *

"We've been had." Yajima said once he realized the truth, grabbing onto one of the rails. He was shocked when the rail collapsed under his grip. All the councilors were startled as the entire headquartered began to fall apart.

"What's happening?!" Leiji shouted. "It's like the entire building is aging for-argh!" He was stopped when a slab of rock fell onto him.

"Leiji!" Belno yelled as she and Org pulled the slab off and lifted him up.

"This event must be the Arc of Time." Org realized as he recognized the situation. "But that's a type of Lost Magic." Everyone began to ran out of the building as the headquarter of the Magic council aged forward to oblivion.

As Yajima looked around for answers, he saw Ultear standing in the center of the destruction, her arms raised as if for a spell.

"What are you doing, Ultear?! Stop this!" He couldn't get closer as pieces of the building fell between them.

"This is it." Ultear said. "Stormor- no, Laxus's dreams are now coming to fruition. Let him rejoice in the tune."

* * *

"You…" Mira growled, the anger of her and every one of her Satan Souls ready to burst. "You bastard!" She transformed to her Sitir form and prepared to slash him down.

Laxus easily dodged him. "Hope you enjoyed your false freedom, cause it time to be sacrificed for Zeref!" He charged his fist with electricity and back-slapped her away. "Did you use up all your magic on Coordinator," He smirked as she tumbled back. "Cause you're really down for wear."

Mira stopped herself from tumbling, then switched to Satan Soul: Beelzea, and flew right towards him. "You're through, Laxus!" Laxus used his electricity as gauntlets around his arms to block her talons.

"Pretty sure that the Magic Council is nothing but a scrap head, thanks to Ultear." Laxus stated. "Her loyalty and belief that mankind will be united in Paradise made her the perfect tool." He smirked. "She even said she'll die for my dream. Hard to find such loyal subordinates."

Mira pulled back from him, then threw a sphere of darkness at him, which he easily dodged. "That's it, you fucker!" She snarled as she flew up. "I'll make you pay for everyone you manipulated!" She prepared her talons to rip out her hearts when.

 _Mirajane!_ Beelzea called out. _There's some sort of disturbance!_ But Mira realized too late as a snake-shaped marking became visible on her back, then grew and travelled all across her arm.

"What's happening?!" She asked. "I can't move my arm?!"

"Quit worrying." Laxus replied nonchalantly. "That's just a Bind Snake I placed when you thought we were gonna die by the Etherion." The Bind Snake continued to grow across her skin. Mira groaned as it wrapped across her body, paralyzing her completely.

With the bind snake completely constricting her, Laxus sent a large thunderbolt at her, making her scream in pain as he Satan Soul was forced away by the impact.

"Couldn't let a transformed body get in the ceremony, could I?" He said to the paralyzed and humanized Mira, who was screaming in agony as the Bind Snake tightened its hold. He walked over and smiled at her. "It's time for you to take center stage, Demon." He raised a hand and a large piece of lacrima emerged from the floor .

"Once you're inside, the 2700 million ideas of magic energy will fuse with your body and break it down to tiny molecules, then it will reconstruct itself into a new body for Zeref." Laxus pushed her into the lacrima, and she could only struggle as she slowly fused into it.

"You know, I really did love you, Mira." Laxus said as she reached out her hand, trying to resist the fusion.

"Damn it!" Mira screamed as every cell of her body burned from the process. "Make it stop!" Laxus ignored her agony and faced the heavens.

"Mighty and Powerful Zeref!" He screamed upward, arms spread and a zealot praise in his tone. "I have brought you this woman, an extremely powerful wizard! Come down and claim your new body, and bring paradise to the world!"

"Please, Laxus," Mira begged as she slowly sunk into the lacrima. "Don't do this!" The lightning mage remained silent. But when he attempted a glimpse back, he saw her being pulled out.

"Gotcha!" Gajeel groaned once he managed to pull the She-Demon from the viscous crystal, the force causing them to fall to the floor. The Dragon Slayer then glared at Laxus. "Sorry punk, can't let you go taking a member of Fairy Tail from us."

"Gajeel…" Mira moaned. "What are you doing here?"

"Pretty sure I'm rescuing you from some psycho ceremony. Now let's get away from this whack job."

"I… I can't move. He used a paralysis spell."

The Dragon Slayer blinked then groaned. "Ah fuck, this is one of those _kinky_ ceremonies, isn't it?"

Mira scowled at him. "That's not it, you dumbass!"

"Huh," Laxus scoffed at the two. "You got some tough balls, Black Steel, interrupting my ceremony."

"Ghi hi." Gajeel chuckled standing up. "Don't want to brag, but they're as hard as iron."

"Gajeel," Mira said. "You need to go now."

"Hey, since you're out of the count, someone has to fight him." The Dragon Slayer countered.

"But you don't know anything about him."

"Like I need to know a guy to take him down." He said, helping her stand up.

"Just do what you're told for once, Gajeel." She demanded in a pained tone

"We don't know you that well either," To everyone's shock, he punched her in the stomach, making her go unconscious and fall straight to the floor. "But that's doesn't mean I can't take you out."

"You actually strike a weakened comrade," Laxus scowled. "Are you that psychotic to enjoy people in pain?"

"The opposite actually." Gajeel growled. "She-Demon's one of the strongest in Fairy Tail. But seeing her like that, in that much pain, made me sick. When she wakes up, I'll make sure she's free from this nightmare." He faced the lightning mage with a harden fury. "You want her, then you'll have to get pass me!"

Laxus smirked and held his arm out, rolling his fingers towards himself. "Come at me then. Let's see what a Dragon Slayer can do!"

Gajeel roared as he charged straight at Laxus, sending a punch right at him. Laxus easily blocked it with his forearm, but he couldn't counter in time when Gajeel sent a roundhouse kick to his face, sending him flying.

"Iron Dragon Club!" The attack sent Laxus crashing into the wall of the lacrima.

"Iron Dragon Roar!" Gajeel unleash the shrapnel storm that burst through where the Lightning mage, leaving only a cloud of smoke.

"Good." He panted. But when the smoke parted away, Laxus stood with only his robe and shirt ripped to pieces.

"Is that all you got?" Laxus taunted as lightning crackled over his heavily built body. "I expected a lot more destructive power from Gajeel Redfox, the son of Metalicana, but that was just disappointing."

"You want power?! Here it is!" Gajeel ran straight at the lightning mage.

"Time to teach you a lesson." Laxus's body then became pure electricity that burst upward away from the Dragon Slayer's rage, then struck him from behind, releasing hundreds of jolts through him. He then solidify enough to send an uppercut at the slayer.

"Dammit!" Gajeel growled. "Not going through that again." When Laxus appeared behind and threw a bolt at the Slayer, Gajeel covered every inch of his skin in iron scales, letting the electricity travel across the metal coating and down to the floor while only slightly wincing from the heat of the bolt.

"Fast thinking." Laxus complemented. Gajeel snarled at the man. "Good offense makes for a good defense."

"Then I'll just have to hit harder!" Laxus continually used his lightning body to appear then disappear by Gajeel and land a punch onto him. While his insides were protected from the electricity, his entire body couldn't continue stand against the immense force delivered from each attack, his scales starting to break from the impacts.

 _Gotta concentrate._ He thought as Laxus zapped around him. _Focus on sound, feeling, scent- got it._ He threw a gab to his right, but the lightning bolt about to make contact easily change directions.

 _Is he getting faster now?!_ He couldn't respond in time when Laxus appeared behind and kicked his head, sending the Dragon Slayer crashing to the floor with much of his scaly armor cracked.

"Consider yourself lucky for getting some hits in," Laxus smirked as he held his hands, coated with lightning, above his head. "Cause you won't get another chance! Mjölnir's Might!" He slammed the charged, combined fist down onto Gajeel, creating enough force to for his iron scales to shatter off him, and causing much of the Lacrima to shake from the force as cracks appeared on the floor they were on.

Laxus looked down at the defeated slayer. "That attack is as powerful as a hundred lightning bolts. It's almost impressive that you survived, almost." He looked around the tower. "It was enough to cause too much damage. Better hold back or I'll lose all the magic energy I collected." He began walking towards Mira, ready to continue the ceremony…

But he stopped when a pebble-size piece of lacrima skipped past him. He turned where another pebble was thrown, and saw the weakened Gajeel holding a third pebble, which he used to flick Laxus with.

"What was that about?" Laxus growled, only irritated by the pebble. But Gajeel just smirked as he tried to get up. And to Laxus shock, he then slammed his fist into the floor, creaking large cracks beneath him.

"What are you doing?!"

"Ghi hi hi," Gajeel laughed once he stood up. "Breaking things is what Fairy Tail wizards are best at, especially with this lame crystal." Laxus roared as he sent two bolts of lightning at the Dragon Slayer, but the latter easily moved out of the way and let the attacks damage the tower further.

As this happened, Mira began to stir awake, the effects of the Bind Snake and Gajeel's punch starting to wear off. But she could only watch in worry as Laxus sent a barrage of bolts that coursed through Gajeel intensely. However, the Dragon Slayer easily laughed it off.

"What's the matter, can't fight full force without breaking this dumb tower?" Gajeel taunted. "Then let me wreck it for you! Iron Dragon Sword!" He swung the large blade down at Laxus, and though the latter manage to move away from the attack, he became frustrated when the blade cause many pieces of the lacrima to be launched and shatter in the air.

"That's it! Ozone Fist!" He collected a large amount of electricity around his hand, and sent it at Gajeel as a fist-shaped lightning bolt, which contacted its target and sent him back a few feet. But as Gajeel attempted to shake it off, he realized he could not move.

"What did you…"

"I spent eight years building this tower!" Laxus yelled as he pulled back his arm, which had lightning collecting in his palm. "I won't have some destructive freak ruin everything!" The lightning then collected into the shape of a spear, and air around it was cackling loudly.

 _That much power…_ Mira thought in worry. _It's enough to kill Gajeel!_

"Ozone Fist will keep you still long enough, Black Steel! Remember my name when you reach hell!" He was about to throw the spear when...

"Don't!" Mira moved fast enough to stand right between Laxus and the paralyzed Gajeel, her arms spread apart to take the hit and her eyes releasing a defiant glare. "Unless you want to take out your precious sacrifice?"

Laxus seemed startled for a few seconds, but then he smirked. "All I need is a mage on the level of a Wizard Saint, and they are more than enough on Ishgar. Since you're so willing die, then I'll kill both of you!"

"What are you doing?" Gajeel grunted.

"I'll die either way," Mira stated calmly. "At least I can die protecting a friend that got dragged into this mess."

"It's time to end this, Deadly Discharge!" He threw the lightning spear straight towards Mira.

"Move out of the way!" Gajeel shouted. Mira crossed her arms together, ready for the spear, but then a silhouette jumped in and took the attack.

"No…" Mira gasped when she saw who it was. "Simon!"

The Shadow mage was partially burnt from the lightning stike and already struggling to breath. "Mira…" He couldn't remain standing as he fell to the floor.

"So you're still here." Laxus growled.

"No!" Mira ran towards Simon. "What are you doing here?!" She screamed. "Why didn't you leave with the others?!"

"I'm glad…" Simon wheezed. "I was able to be helpful this time…"

"Don't talk!" The white-haired girl yelled. "Save your strength!"

"I'm sorry…" He apologized. "I couldn't live… for you and the others." He gave one last glimpse, one last glimpse of the sweet girl with white hair and a demon arm he met in the tower. "But at the very least… I could die for you. I've always… love you… Mirajane…" And with that, Simon Mikazuchi let out his last breath.

"No…" Tears started to come from Mira. "Don't die for me, Simon. Live! Please, Live! No!"

Even though the paralysis wore off, Gajeel remained deadly still. He could only watch as his guild mate cried for her fallen friend.

 _This wasn't supposed to happen._ He thought painfully as he saw tears river down Mira's face while she held to Simon's lifeless body. _He was supposed to leave the tower, find his sister, be with his crazy friends, including… including Mira..._

All the while, Laxus began to laugh. "What a complete moron! He actually thought a heroic sacrifice would change anything!"

 _And it's his fault!_

"His death was pointless! None of you are leaving alive-"

"Shut up!" Gajeel roared as punched Laxus in the face, sending him flying to the wall. As Laxus got up, he looked in surprise when Gajeel threw his hand to the ground and ripped out a chunk of lacrima.

"What are you?" Mira tried to ask, but she and Laxus was shocked when Gajeel chomped on the piece. He continued to eat it as a blue aura surrounded him.

"I don't believe it." Laxus stated. "He's actually eating the Ethernano in the Lacrima!" Gajeel roared viciously as more Ethernano travelled from the cracks in the Tower into his body. He slammed his fist down, creaking a fissure that Laxus had to jump away from.

But this was temporary, as Gajeel suddenly felt immense heat coursing through his body, and every one of his cells burning with pain. He fell to the floor, and gripped his own throat as he screamed in agony.

"Why did you do that?!" Mira shouted. "Etherion contains all magical elements, not just iron! It'll poison you!"

"He actually thought he'll get a powerup by eating the Etherion," Laxus smirked. "At least his stupidity will make my job easier." But he was soon startled when the Dragon Slayer screamed upward as his eyes became a pure vicious violet.

Iron scales began to cover every inch of skin on his body, all as pitch black as the night. His hands also became black as their fingers became sharp talons. His fangs grew even sharper, his hair became even wilder, and a series of silver scales made a perimeter around his face. The entire body released a powerful aura that nearly suffocated Laxus.

 _His body absorbed the magic from the Etherion,_ Laxus realized. _It not only changed his body, but increased his power!_

Gajeel let out a beastial roar as he slammed into Laxus. "You made Mira cry!" He screamed as he leaped to the ceiling and jump from it into Laxus, crashing through several floors of the Tower. "I promised to keep her safe! You'll pay with your blood for hurting her!"

Laxus glared as they fell. "You may be stronger now," He transformed his body to turn to electricity and charged around Gajeel's body. "But I'm still faster!" He shouted as he climb the falling debris.

Two large pieces almost crush the dragon slayer, but he jumped pass them and jumped across the other pieces at a speed that matched Laxus, allowing him to send a powerful fist that sent the lightning mage bursting all the way out of the ceiling.

"I won't lose, especially to you!" Laxus kicked the slayer into one of the spikes on the tower, then landed on a taller spike

"In my darkest hour, I was chosen by Zeref to create a world of true freedom, bringing my dreams to life!" Laxus shouted. "There's a reason I'm the only one that can sense his present, because I'm his fucking chosen one! Together we'll create a world that's truly free!"

"At what?!" Gajeel snarled. "At the cost of everyone else's right?!"

"It's the only way to turn the world into paradise!" Laxus roared back as he sent dozens of bolts at Gajeel, who ran passed them before they can hit.

"Animalistic morons like you can never understand!" Laxus jumped into the air and slashed the air with his hand, creating a large magic circle that struck a haunting familiarity to the Fairy Tail wizards.

"Abyss Breaker?!" Mira yelled at him from below. "Why would you do that?! You'll destroy the tower!"

"That old thing!" Laxus smirked. "I've already built it once in eight years, I can build another in just five! Lord Zeref, you're time has-" He froze as a surge of pain burst in his abdomen.

 _How the hell is, no-_ He realized as he lost concentration on both the spell and his levitation. _When Mira attacked me earlier, I'm feeling it now?!_

"Enough already!" Gajeel screamed as he jumped from the Tower towards the lightning mage. "Fight Zeref's control! You can't bring freedom as his slave!" He dug his steel-hard fist into Laxus, then threw the latter down the tower. "If you can't see the present, then stay in the past!" He clapped his hands above his head. "Dragon Slayer's Secret Art! Karma Demon: Iron God Sword!" An arm transformed into a massive sword that was three stories tall. He swung it downward and sent it piercing into Laxus.

Laxus's body acted on instinct, transforming into electricity to avoid being pierced. But lightning desires to reach the earth, especially the easiest path there. And a massive iron sword that went straight down the tower was that easy path. Laxus screamed in agony as the sword absorbed his lightning body and sent it crashing down to the Tower, causing a series of explosion on each floor as he was sent further down, ending with his body being absorbed by the Tower he spent so long building.

Seeing his opponent finished, Gajeel retracted his sword and crashed back down to the Tower of Heaven's first floor. Mira stood up and stared in awe at the Dragon Slayer's immense form.

 _So that's the true power,_ Mira thought as Gajeel glared where Laxus once was. _The true strength of a dragon slayer, that let him defeat Laxus._ Gajeel then collapse and started to fall.

"I got you!" Mira rushed forward and caught him before he could hit the floor. She held the fatigued dragon slayer close as his body reverted to normal. _Thanks to you, the nightmare is over. Shô and the others can be free now._

But she could not get a moment to relax when the Tower began shaking.

* * *

Outside, the tower started to glow erratically as burst of white beams came from different segments of the tower in all directions.

"Don't tell me…" Merudy gasped. "The Etherion's power is going wild?!"

"Going wild?!" Shô shouted.

"All that magic energy concentrated in one place," Levy realized. "That's completely unstable. It has to go somewhere."

"And since there's no place to go," Lyon continued. "It'll be unleashed in one massive explosion."

"Explosion?!" Millianna yelled.

"But if we stay here," Wally shouted. "Then-"

"What about Nee-san and the others?!" Wally yelled. "They're still inside."

"There's no point in discussing about saving them," Lily stated soberly. "Every one of us will caught in that explosion."

* * *

As Mira lifted Gajeel unto her shoulder, she took one last glimpse at Simon, aching to at least rescue his body. But as a fissure started opening near him, she realized there was no chance in doing so.

"Goodbye, Simon." She turned away as the Shadow Mage's corpse began to fall deeper, and she began running through the shattering structure. Despite the immense weight of the Dragon Slayer, she was easily able to avoid other fissures and falling debris as she raced to the exit.

But when a massive explosion occurred at the center of the tower, she stumbled and fell down. As she got up, she saw the lacrima around her becoming a viscous liquid, flowing as calmly as liquid magma.

 _The magic power is actually breaking down the lacrima holding it._ She thought. _How much you think it is, Kitsune._

 _There's no hope in escaping the tower._ Her Satan Soul replied sternly. _Even if you made it out, you will still be caught by the explosion._

This wasn't the answer the She-Demon hoped her, and she slammed her fist to the floor in frustration. "Fuck! This can't be how it ends!" She glimpsed at the unconscious Gajeel, and realized that her friends were probably still waiting just outside the tower.

"No, I won't give up yet," She started to stand up. "I have to rescue all of them."

 _How will you do that?_ Beelzea asked. _This isn't an event that can be escaped from or defended against._

"But there's one way…"

* * *

" _Once you're inside, the 2700 million ideas of magic energy will fuse with your body and break it down to tiny molecules, then it will reconstruct itself into a new body for Zeref."_

* * *

 _That's insane!_

 _But is it possible?_ Mira asked as she walked towards a large buildup of lacrima.

 _In theory, yes,_ Kitsune stated. _There is a small chance that your body can control the magic energy once inside._

 _A_ small _chance!_ Beelzea argued. _Either way you will die without knowing if it works!_

 _It's the only choice I got._ Mira countered. _I wish that I can release you guys…_

 _Our souls are tied to yours, Mirajane._ Beelzea said. _But since you are determined for this path, we will stand with you._

 _It is the only reasonable choice._ Kitsune agreed.

 _Hai,_ If Halaphas was physical, she would nod. _We're with you, Mira-sama._

 _Eh, what the hell._ Sitri mentally shrugged. _One last hurrah!_

 _Thank you._ Mira placed her hand on the lacrima, and grimaced as it sank in. Once there was no signs of rejection, she slowly but painfully began pushing the rest of her body into the lacrima. _I was worried that it'll reject me, but it still ready to take me-_

"What are you doing?" Mira was startled when she turned and saw Gajeel awake and struggling  
to get upright. "You're sticking… into that crystal…"

"This is the only way to stop the Etherion." Mira explained.

"Stop it?" The Dragon Slayer looked around and saw the structure's collapse.

"When you fused Laxus to the tower, it must have pushed it to brink, and it will cause a huge explosion. But if _I_ fuse with the Etherion, I take control of it and- argh!" She screamed as more of her body was being swallowed.

"You idiot!" Gajeel ran towards her, stumbling along the way. "I already save you once! Don't throw your life away!"

"I can stop this." Mira grimaced from the pain as she pushed herself further in, yet managed to smile. "If it means saving all of you, I'll throw my life a hundred times."

"Stop this!" Gajeel fell right by her. "Stop this… Mira…" He then felt a hand gently holding his face.

"I can't live without Fairy Tail." She said, with only her upper body, head and left arm outside the lacrima. "All of you are my family. You, Levy, Lyon, and Lily. Lisanna and Elfman. Erza, Cana, Lucy, and Master. Shô, Wally, and Millianna and all the others. You all mean too much to me…"

"Don't..."

"If I do this to save all of you, then I won't regret a thing. So now this one measly body… take it!" And with that Mira was completely swallowed by the Tower.

"Dammit!" Gajeel shouted as he pounded on the lacrima while Mira sunk deeper into it. "Get out of there!"

"Gajeel… keep everyone safe… and make sure the others at Fairy Tail know why I had to do this… Don't worry… I'll always be right next to all of you…"

"Mira!"

* * *

The randoms bursts stopped as a massive eruption came from the tower, with a single storm of magic reaching to the sky.

"There it goes!" Wally shouted.

"No, it's not exploding…" Lyon realized. "It's shooting straight to the air!"

When the spectacular ended, there was nothing left of the tower. Only a spot of water was in its place.

"The whole thing…" Shô gasped. "Vanished to thin air."

"Is it actually over?" Merudy asked.

"If that's the case," Lily inputted. "Then where are Mirajane and Gajeel." With no answer present, all they could do was pray for the best outcome for their comrades.

 **Oh boy, you think they survived that?**

 **Lily: Don't you already know as the author?**

 **It's kind of a rhetorical question…**

 **Gajeel: That was fucking awesome! Practically sent lightning face's ass crashing! And I look badass in Dragon Force!**

 **Mira: He didn't actually kill Laxus, did he?**

 **Hm, worried Mirajane?**

 **Mira *Sighing*: I'm only saying that because Laxus was being controlled, remember. And he's still our friend in canon**

 **Sure,** _ **that's**_ **the only reason. Anyway, leave your reviews and favorite or follow if you enjoy.**

 **I do not own Gajeel's Dragon Force design. That belongs to joachan22 on Deviantart.**


	28. Goodbye Old Friends, Hello Old Enemies

**Welcome back everyone. Sorry for the slightly late chapter. Man, things have been really interesting for Erza, huh. First she lost to Zoro in Death Battle.**

 **Erza *Grumbling* : He was an impressive opponent.**

 **Happy: She's grumpy cause she lost. *Erza glares at the blue Exceed.**

 **But we learned about her parentage. And boy was that revelation shocking.**

 **Natsu: If Erza's mom was the Queen of the Dragons, then that kinda makes Erza a dragon!**

 **Gray *Muttering under breath*: She's was already kind of a monster**

 **Natsu: Erza, fight me! *Erza knocks him out in one punch.**

 **Alright then, with that out of way, let's continue, first I want to thank AeonsCookie for following and favoriting Alternate Tail, and second I want to thank Cinder Fall 39 and OneWhoCharms for their reviews. Glad you two enjoyed it that much that it made one of you almost speechless.**

 **Lyon: She can just type out her thoughts.**

 **It's an expression, go with it.**

* * *

 **Alright Mira, this is the last part of your story. You don't mind, do you.**

 **Mira: I really don't. DigiXBot does not own Fairy Tail.**

* * *

 **Goodbye Old Friends, Hello Old Enemies**

 _When the spectacular ended, there was nothing left of the tower. Only a spot of water was in its place._

" _The whole thing…" Shô gasped. "Vanished to thin air."_

" _Is it actually over?" Merudy asked._

" _If that's the case," Lily inputted. "Then where are Mirajane and Gajeel." With no answer present, all they could do was pray for the best outcome for their comrades._

* * *

 _Where am I?_ The white-haired girl, who wore only a free-form white-dress, thought as she drifted within a golden ocean.

 _Am I in the Etherion?_ Mira asked herself. _Then does this feel so warm… Beelzea, can you hear me?_ When she got no response, she attempted to call the rest of her Satan Soul, but got no response.

 _Guess I have to go this alone._ She sighed. Hours ago she would be terrified of being without them, but with her own strengths she began to explore this strange world. A flash of light then grabbed her attention. _I see…_

But when Mira moved towards it, she found herself floating above Magnolia. But the atmosphere there was somber and cold, as the rain poured heavily over her guildmates, nearly all dressed in black and covered with expressions of lost as they stood in front of a large grave

The grave was a mainly a single tombstone with a statue of a demon in behind it and a bouquet of roses resting in front of it. Yet the demon did not look menacing, but stood strongly as its two bat wings were raised to the sky as a guardian angel's would. But was most haunting to Mira was the words etched onto the tombstone: "Here Lies Mirajane Strauss. Caring Sister and Brave Guild Mate. X765-X784."

 _This is… my funeral…_ Mira realized as she saw Makarov, in the white coat of his Wizard Saint clothing, kneeling before it. She looked and saw her siblings near the front. Elfman was struggling to stay strong as he stared in anguish at the grave, while Lisanna looked close to breaking down. She found Levy, Lily, and Lyon standing nearby, all in deep grief for their fallen friend.

"Mirajane…" Makarov began. "To the world she was the fearsome She-Demon, a devil that brought her fury upon her enemies. But to us, she was our closest and bravest comrade. She cared so strongly for each of us, and use her strength to protect the innocent that would fear and hate her. So many of us saw her not as a monster, but a guardian that stood fiercely against those that would bring us harm.

"Her beauty was of many levels. Her form, even her Satan Souls, were that of which nature will never again replicate. Her kindness is rarely shared, yet that made it more precious.

"We know that love is our strength, but it is a double blade sword. In the lost of such love ones, we slowly begin to break apart."

 _Master…_ Mira could only watch her grandfather figure speak in agony.

The old master started to sniffle as tears began to drip from him. "I… I loved her as if she was my daughter… I pray that she rest in peace…" His eyes continued to cry out his pain.

Approaching the gathered Fairies, eight wizards with ankhs on their cloaks watched the funeral with empathy. "They are two open seats left in the wake of the incident that took this woman." Org stated. "As such, we have unanimously decided that Mirajane Strauss shall be placed posthumously in history as one of the Ten Wizard Saints of Ishgar."

 _Guys…_ Mira tried in vain to call out to her family, to not be so defeated by this loss. But she became startled when a black-haired figure started marching through the crowd. Everyone looked in worried in what would he do…

 _Gajeel?_

"What the fuck is wrong with you guys?" Gajeel growled, then to everyone's horror, he transformed his arm into a club and used it to smash the bouquet.

"Gajeel!" Levy shouted as she kept hold on Lisanna, who looked as she would faint any moment.

"Why you…" Lyon growled. But he didn't finish as Elfman marched over to the Dragon Slayer to slug him. The punch barely fazed Gajeel.

"You're asking what's wrong with us!" Elfman shouted. "Can't you show respect at least once?!"

"Why the hell are you even doing this?!" Gajeel yelled back. "Your sister isn't dead! She's still alive, dammit!"

"Please stop, Gajeel…" Levy begged, tears ready to burst.

"There's no way she would have died!" His guildmates could no longer stay back, and Elfman, Lyon,and Lily, already with heavy emotions upon them, rushed forward to pin him to the ground. "Get off me! How would even she have died!"

"Enough!" Lisanna screamed. "Just stop it! You need to accept reality! Mira-nee is dead and-" She should broke down, and Levy struggled to stay strong enough to hold her close.

 _This isn't what I wanted._ Mira watched her comrades as she cried for their agony. She paled at the broken expressions on her siblings; her brother's eyes filled with reopened wounds and her sister's with a destroyed soul.

 _How… how can me dying cause this must suffering._ She witness a river of tears from Erza's organic eye. She saw Cana painfully sober. She saw Lucy at a point of lightlessness. She saw her eccentric master as an old man who lost a piece of his heart

 _I did it to save them, so they can have a future._ She saw the normally stoic Lily looking so fractured.

 _But this isn't the future I wanted._ She saw Levy struggling to stay standing, ready to fall apart.

 _I did so you can all smile…_ She saw Lyon becoming more broken, like a china doll with cracks forming on it.

 _So why are you still crying…_ And she Gajeel, trapped in the illusion of his comrade's immortality.

 _Please stop…_ She then sensed a growing warmth behind her, and saw an outstretched hand. Out of her control, she cautiously placed her hand into it, and let it pull her away…

* * *

When Mira regained conscious, the first thing she saw was the bright moon hanging in the starry sky. "Where am I?"

"Mira!" She turned her head and saw not only she was in the water near Akane beach, but that Levy, Lyon, Lily, Merudy, Shô, Wally, and Millianna were running towards her.

"You're safe!"

"Thank goodness!"

"Don't make us worry like that!"

"Nee-san, you're alive!"

"I don't understand," She let out. "How am I alive." She looked up and learned the truth.

Gajeel was holding her in his arms as he stood silently in the water, the scars and wounds from the battle against Laxus still present.

"Gajeel. You save… but how..." The Dragon Slayer remained silent. _You actually pulled me out of the magic vortex… that should be impossible._ His knees then gave way and they fell closer to the water.

"You said that you couldn't live without us." Gajeel grunted. "Well we can't live without you." He growled as they continue to sit in the bay, waiting for their friends to come over. "Promise me… promise all of us… that'll you'll never do something like that again."

Mira sworn she saw a few tears escape the slayer. "Gajeel…"

"Promise!" He gritted out. Mira nodded and place her forehead onto his. "Alright then."

She smiled as everyone came together for a massive group hug. _I thought that by dying for them I can give my friends a future. But the truth is, I can only do that by living for them…_

* * *

As the sun rose one morning, many of the tourist were viciously shook awake when an extremely loud series of snores penetrated throughout the hotel.

"...and he's suppose to be okay?" Lyon asked skeptically as he and the rest of Fairy Tail's fiercest team sat around or on the bed, where Gajeel, who was bandaid for his injuries, was still asleep.

"He's been like that for three day straight." Levy responded

"It's best we left him rest a little longer," Lily advised. "From the circumstances Mira explained, this should not have been unexpected."

"He actually ate Etherion, practically poison," Lyon said. "Guy's becoming more and more of a monster each day."

Mira, who had her arm and neck wrapped in bandages, chuckled. "You should have seen him," She grabbed a napkin and a pen that was nearby, then began to draw on the napkin quickly. "It was like he became some sort of dragon-man after eating that stuff." She then showed the others the sketch which was…

... a badly drawn lizardman with black scales and cartoonishly spiky hair. Everyone sweatdropped. "That… looks somewhat descriptive." Lily deadpanned.

Mira groaned as she place the napkin away. "Everyone's a critic." She then frowned. "I really need to apologize to you guys," She stated suddenly. "You were dragged into this incident because of me and…"

"It's okay Mira," Levy smiled reassuringly. "We came because we wanted to help you."

"Then I should be thanking you." She then blinked and turn to Lyon. "Speaking of coming, what happen to that Elemental Five girl?"

Lyon sighed as he leaned back into his chair, and Mira could have swore she heard a bit of longing in his voice. "Merudy's heading to Fairy Tail. She really wants to join, so she went to ask Gramps as soon as possible."

"She did come handy back at the tower." Mira stated, then rose You seem a bit bothered."

The ice-mage's eyes widen. "Well, um, I am glad she's joining. I just feel she might need us backing her up. The Phantom attack wasn't that long ago and…

"Or you're not happy she's right next to you?" Mira teased with a devilish smirk as Levy tried to hold back a laugh.

Lyon blushed and turned away. "Shouldn't you be resting as well?"

Mira leaned back enough that the chair's front legs started to rise. "I can handle the damage pretty well. Though to be honest, I shouldn't still be here. The Etherion should have dissolved my entire body in that vortex." In truth she had no idea why she was still alive.

"Then we can consider ourselves fortunate that you manage to get out." Lily responded.

"Still you got better luck that this Metal-head, eating poison like that." Lyon said.

Suddenly Gajeel awoken and sat up straight. "What'ch say, you punk?!"

"Ah, you're awake." Lily stated. But no sooner did Gajeel collapsed back into the bed.

"Did you only got up just to yell at me?!" Lyon shouted as Levy and Mira laughed, and soon everyone that was awake was joining in.

* * *

"Listen, what we're trying to say is," Wally rubbed his head nervously. "I'm pretty sorry for what we did." The four former prisoners of the Tower of Heaven were meeting at the beach.

"We really are, Mir-chan." Millianna added apologetically.

"If anyone should apologizes, it's me." Mira stated. "I was the one who left you for eight years..."

"That was because Laxus was threatening you." Shô protested. "You stayed away to protect us."

"I can't keep using that excuse." The She-Demon countered, crossing her arms as she looked downward. "If I came sooner then Simon…"

No one said anything for a few seconds. Then Wally spoke "Simon was a real man! I mean… he wanted to protect you because-"

"Wally!" Millianna rebuked.

"I know how he felt." Mira said. "Because of him, I know how you all felt when I left. But we can't keep down forever. We have to move forward, for Simon's sake."

"Yeah…" Shô nodded.

"He'll still be with us," Millianna added. "In our hearts,,,"

"We have to believe that!" Wally agreed as he struggle to hold back tears. "If not… then what was it all for?!"

"The past isn't what will define us," Mira said. "Just the first step to the future."

"So what will we do now?" Millianna asked,

"If you don't have any plans, then you can always join Fairy Tail." Her childhood friends gaped in shock.

"Really?" Shô asked.

"I know it isn't the freedom you were searching for. But freedom can definitely be found at Fairy Tail. You guys would like it."

"You know, Black Steel and his partner were talking about that place." Wally mentioned.

"I heard it's the most upbeat guild in the world!" Millianna added eagerly, then turned to Mira. "And we get to meet Elfman and Lisanna!"

Mira chuckled. "I know. I can't wait to introduce you guys. You'll definitely love Fairy Tail."

Shô smiled. "That's sound great, Nee-san."

"We'll in that case, let's get going. I want to introduce you to my teammates proper." As the four walked back to the hotel, Mira suddenly heard a compassionate voice.

 _You became strong, Mira._ The She-Demon turned around to the source, but only saw the ocean.

 _Laxus?_ She thought, then she shook her head. _Nah, I guess that would be impossible._

* * *

When they got back to the hotel, Mira and her old friends had a festive dinner with her guildmates. Shô, Wally, and Millianna easily got along with the other Fairies as they ate cheerfully.

Much later, Mira called Levy and Lily to the hotel room privately.

"What did you want to talk about?" Levy asked.

Mira sighed before speaking. "I heard Laxus at the beach." The other two were startled for a second before Lily spoke. "Are you sure?"

"Not really, but I think it explains things. Why me and Gajeel were able to survive the explosion."

"What do you mean?"

"Gajeel defeated Laxus by grounding Laxus into the Tower while the latter was in his lightning body." The She-Demon explained. "I think at that point, he broke free from Zeref's control, and turned back to his old self. Since he was fused with the Etherion, he took my place and redirected the Etherion's magic to the sky."

"That makes sense," Levy stated. "I mean, how would Gajeel have save you if you were broken down subatomically."

"But if that's true, then Laxus was nothing more than Zeref's puppet." Mira replied scornfully.

"His fate was determined by the path this world had for him." Lily nodded.

Suddenly Gajeel and Lyon bursted into the room. "Mira," Lyon gasped. "Have you seen your friends."

Mira quickly bolted up. "What do you mean?"

"We were gonna tell them more about Fairy Tail, but they're nowhere in the hotel." Gajeel explained.

"They were suppose to stay here…"

"Even after we told them that we would be checking out of the hotel and heading back to Fairy Tail?" Levy thought outloud.

"So they just ran off then!" Gajeel growled.

"Well we have to go after them." Levy stated

Mira thought about what was happening, then ran to the door. She stopped by it and face her guild mates. "I need you guys to get some 'fireworks' ready."

"Fireworks?" Levy asked curiously. The other three were confused as well until they realized what she meant. "What does that have to do with your comrades?" Lily asked.

"Just trust me on this!" And Mira ran out the door.

* * *

"Think we can handle living in the outside world?" Milliana asked as she, Wally, and Shô prep a boat on the shore.

"It's a matter of can or can not." Shô argued as he untied a knot keeping the boat on a post. "You remember what happened just an hour ago." Earlier Millianna ate some bananas from a fruit stand at the resort , and she and Wally were unprepared to pay for it as they were unfamiliar with the concept of cash, causing the three to run away from the stand. "We can't cause any more trouble for Nee-san."

"Now let's get out of here!" The card mage shouted as he and Wally pushed their boat into the water. "We need to get going before Nee-san and her friends find out!"

"We can make it some how!" Wally added eagerly. Millianna cheered in the boat.

"Ahem!" Shô stopped at the sound of the stern voice, and the others turned around as saw Mira walking towards them

"Nee-san!"

"Mir-chan…"

"Speak of the devil… literally." Wally groaned.

Shô sweated a bit as Mira raised an eyebrow at them. "Well…"

"If you're gonna try to stop us, don't bother!" Wally shouted in panic. "We made our decision and we're sticking for it."

Mira remained quiet as she continue to glare at them, causing Shô to speak out. "We lived our whole lives in that tower. And like you said, we using that as the first step to the future, by exploring the world.

"Sure, they're a whole bunch of things out there that we don't know, but have to learn about them hands on. We can't continue to rely on people, and we can't live for anybody else's sake, either. We need to live for our own lives, to find out what we want to do!" He smiled largely to her. "That's the freedom we're searching for!"

Mira smiled back. "With that determination, you won't have any problems exploring. That makes me worry a bit less.

"However," She began suddenly. "They are three rules that I'm obliged to say for anyone that leaves Fairy Tail. So listen up..."

"Wait…" Wally spoke up. "We weren't even Fairy Tail wizards in the first place!"

"One!" She continue, standing tall as her voice reached their hearts. "You must never reveal sensitive information about the guild to outsiders as long as you live!

"Two! You must never you clients you met through the guild to achieve personal gain!"

"We don't know any 'sensitive information' or anything about the guild…" Wally deadpanned.

"What's a 'client?'" Millianna asked.

"Three!" Mira shut her eyes to hold back a stream of tears. "Though our paths will differ… you must always live at the fullest! Never once consider your own life to be insignificant!" Her words easily tugged their heartstreams as they continue to listen.

"And never in your life forget the friends you held dear!" When she opened her eyes, her emotions leaked out through them, and her comrades were unable to hold back tears as well.

"Let the Fairy Tail Send-Off Party… begin!" She transformed to Satan Soul: Halphas and sent a burst of energy into the sky that released in the form of rainbow fireworks.

"Fire!" Further into the beach, Lily lit a set of fireworks that flew up and gave off a spectacular in the night sky.

"Not a party without ice!" Lyon shouted. "Ice Make: Eagles!" The ice mage released a flock that danced elegantly in the sky.

"Or iron!" Gajeel threw a series of knives at each eagle, shattering each of them into a sparkling explosion.

"And some Solid Script: Celebration!" With a dance of her fingers, Levy launched a Solid Script that became it's own set of fireworks.

Shô, Millianna, and Wally as they watched the celebration in tearful joy. "...to be honest," Mira confessed as she reverted her Satan Soul. "I really wanted you guys to stay with me… but I can't hold you back, so I'll have to support you…"

"That's not it, Mir-chan!" Millianna cried.

"If we stayed around, we would only bring back all those terrible memories!" Wally said as tears ran down his face.

"Those memories were why be became strong, and they'll make us stronger tomorrow." Mira said. "And I don't have just painful memories of you, I have memories of you guys that I'll keep with me in my heart.

"So walk tall! And I'll keep walking tall too! As long as we remember this day, we'll meet again!"

Shô smiled and tearfully nodded as he pushed the boat further into the water and got in with Wally and Millianna. As it sailed away, they waved back to their friends old and new.

"Goodbye, Nee-san!"

"Bye bye, Mir-chan!"

"We'll definitely meet again! It's a promise!"

Mira smiled as her friends sailed off. "It's a promise." And she her friends stood on the beach, watching the three sail off to explore the world.

* * *

"And so," In a church in an unknown location, a violet-haired woman laid in a bathtub as she spoke to a communication lacrima. "The council will have to take responsibility for their actions. I wouldn't even be surprise if they get disbanded."

"Excellent work, Ultear," The lacrima replied. "And what became of Laxus?"

"Who knows," Ultear replied nonchalantly. "Maybe she actually died." As she got out of the tub and wrapped a towel around her body, a mark shaped like a broken heart with devil horns beneath it was visible on her lower back. "And all without knowing that he was a puppet dancing to the tune strung by the very woman he thought he was manipulated."

She laughed at the thought. "What a pitiful man. He was so cute, not realizing that for eight years, I was playing the part of the 'ghost of Zeref.'"

"With the Etherion fired leading to the massive conflict within the council, you were able to retrieve one of the keys as we planned." The lacrima stated. "Now it belongs to me."

"Congratulations, Master Hades." Ultear smiled as she looked out the window. "Poor Laxus," She cooed to herself. "You actually thought that you resurrect Zeref. What foolishness; that's practically impossible.

"No one could have bring him back from the dead, because he wasn't dead in the first place, just sleeping until we wake him up…"

* * *

"Wow!" The five Fairies arrived at Magnolia only to be shocked out of their socks when they reached their guild. "They've finish it!"

Past a large archway with the words "Fairy Tail" on top and where their old guildhall stood was now a massive, three-story, marble building, topped with a large bell and an orange banner holding the Fairy Tail symbol.

"It's... huge…" Levy gasp.

"No kidding," Mira nodded as they walked past the arch. "They really went all out."

"We did have to rebuild from the ground up," Lily stated. "So a few additions should have been expected."

"A few? We have an open-air cafe." Lyon pointed at the series of picnic tables, where some of their guildmates were waving at them. "And a souvenir shop by the entrance!"

"Hey guys!" A familiar sandy-haired mage waved from a concession stand filled with various Fairy Tail products. "Welcome back!"

"Greeting Max," Lily replied as the five walked over. "I see you've finished your education."

"Education?" Levy asked.

"Master sent Max to a business school to learn a bit of economics." Mira explained.

"That's right, you're looking at a proud owner of a Bachelor Degree in Marketing." Max said.

"So you're Max Alors," Levy said. "I've heard so much about you."

"I heard lot about you too, Levy."

The Solids Script mage rubbed the back of her head. "I'm guessing it's probably embarrassing."

"So what kind of stuff you sell here anyway?" Lyon asked Max.

"The usual sort. We got Fairy Tail T-Shirts, wristbands, even Magic Lacrima with our guild mark on them. But the best sellers are these babies for 3000 Jewels each." He pulled out 6-inch figures of Gajeel and Levy.

"Shouldn't you have least asked us before making those?" Levy deadpanned.

"Hey, mine's has its clothes removeable." Mira grumbled as she held onto her own figure, which was missing a top that was in the She-Demon's other hand.

"At least yours starts with clothes." Lyon grumbled at his figure's lack of a shirt.

"Maybe you should take this to customer support." Max sweatdropped.

"Well, given our normal economic situation, this can't possibly hurt, despite the exagurrents." Lily said. "What do you think, Gajeel?" When the Exceed looked up at his partner, he saw that the dragon slayer was scowling at the guild hall. "Gajeel?"

"Everything's too different..." He growled back.

"Hey guys!" The five looked at the entrance and saw Lucy and Lisanna rushing towards them. "Welcome back!"

"Lu-chan! Li-chan!" Levy greeted. "It's great to see you guys again."

"So how was your vacation?" Lisanna asked.

Mira rubbed the back of her head. "It was… interesting…"

"You guys have to see the guild on the inside." Lucy said as she guided the five into the guildhall. When they got inside, most of them were dazzled at how much more massive and cleaner the hall was compared to their old guildhall. Rows of tables were now organized inside, and a massive stage was at the back of the hall.

"Damn," Mira let out. "They really went all out."

Lyon notice Gajeel fuming next to him. "What's up, Gajeel?"

"It's nothing like before…"

"So what else is there?" Levy asked.

"Well, we do have a new pool behind the bar…" Lisanna explained.

"And a game room in the basement." Lucy added.

"And best of all!" The five were shock seeing Elfman at the S-Class floor. "Anyone can go the second floor! Pretty awesome, huh!"

"And I'm guessing you still need an S-Class wizard to go on them." Mira said.

"Pretty much." Lisanna clarified.

"Hmm," The She-Demon eyed the stage at the back. "Hey Lisanna, is their waiting list for performing?"

"None yet, why?"

Mira just smirked. "Think you can start one then."

Levy notice that Gajeel was now sitting at one of tables grumbling to himself. "Come on, Gajeel, it's not that bad."

"Yeah right."

"Ah, welcome back!" The seven heard their master walking towards them, and when they turned, the members of the Fiercest Team (Especially Lyon) were shock at the sight of a familiar pink-haired girl.

"I like to introduce our newest member, Merudy Keymon." Makarov said cheerfully, then whispered. "Isn't she a cutie."

"Great to see you guys again." Merudy smiled.

"It's great to see you too!" Lyon said. "Really awesome that you joined!"

"Thanks for helping us back at the Tower." Mira said.

"No problem." The Maguilty mage replied. "I just hope I can do just as good as a job as being a guild mate."

"Best of luck then." Levy replied.

"Thanks!" As the two girls chatted eagerly alongside Lucy and Lisanna, Makarov whispered to Mira. "I don't know if you know this, but Merudy used to be a member of Phantom Lord…"

"Don't worry about that. We already know, but she's our friend now."

"Great, then I'm sure you'll make her feel welcome."

"We will," She then smirked and pointed at Lyon, who was watching the other girls' conversation with a bit of envy. "Especially Ice-Boy there."

Makarov chuckled. "Well then, hope he dosen't bother Merudy too much. Anyway, there's another new member I want you to meet." He pointed at a silhouette eating at a table by himself.

"Another member?" Lily asked. "Well who could it-" He stopped as he and the others recognize the figure.

"W-What?!" Levy recognized the white scale scarf the new comer was wearing.

"This has to be a joke!" Lyon shouted.

Gajeel growled in furious recognition at the figure. "Salamander." Natsu Dragneel got up and faced the five Fairies.

"Natsu!" Mira shouted, then she glared at the old man. "You can't be serious!"

"Seriously! This has to be a joke!" Lyon shouted.

"Guys, calm down!" Merudy called out. "I was the one who invited him."

"Merudy is one thing, Master." Lily said, then scowled. "But Dragneel the reason we needed a new guildhall in the first place." Natsu just ignore their comments.

"Now, now." Makarov chided them. "Natsu was only acting on Jose's orders, nothing he can do. You know what they say, yesterday's enemies are tomorrow's friends."

"He's right,"Lucy said nervously. "It's not a real problem. I'm pretty fine with Natsu joining."

Levy didn't have much confidence in her friend's statement, especially with the latter hiding behind a pillar. "Lu-chan…" Though she couldn't blame the Celestial wizard, given what happened between her and the Salamander.

Unbeknownst to either girls or anyone else, the golden keys at Lucy's waist were glowing furiously at the mention of the Fire Dragon Slayer.

Gajeel furiously marched over to Natsu. "There's no way in hell I'd be working with that psycho Arsonist!" He shouted.

"Don't worry." Natsu challenged. "I'm not interested in being your friend. I only joined so I can get jobs. And this lameo guild the only one weird enough to take me in."

Gajeel slammed his hand on the table. "Say that one more time!" He snarled. "I dare you to!"

"Look, Natsu was on his own after Phantom Lord disbanded." Merudy explained. "I couldn't just leave him alone…"

Meanwhile, the psychotic, inner-yandere part of Lyon was going wild. _She was worried about that Flame Head. Why would she unless… unless he is a rival in love!_

Luckily he keep that part hidden, though now he was just as angry at Natsu as Gajeel was.

Makarov continued from where Merudy left off. "Neither could I. As an old man, it's my responsibility to guide young souls who have been lost to darkness. Trust me, Natsu's a nice guy once you get to know him… at least I hope."

"THen we'll trust you on this," Lily sighed. "But we will keep an eye on him for any trouble."

Gajeel growled as Natsu walked away from him, the former not sharing in his partner's sentiment. "This guild starting to lose the appeal…" Suddenly the lights went off.

"Huh?" A spotlight then appeared at the stage, where Mira was at a chair with a guitar in her hands, bringing everyone in a full uproar of cheer.

 _So the She-Demon's performing huh,_ He thought as he sat down with the rest of his teammates, as well as the other two Strauss siblings, Erza, Cana, and Merudy. _Maybe she has the right idea..._

"It's great to back," The She-Demon smiled. "And I want to demonstrate how glad I am for our new guildhall." She started strumming her guitar and soon started singing ( **Cue Imagine Dragons** _ **Warriors**_ **acoustic version)**

" _As a child, you wait, and watch from far away,"_ She sang softly. " _But you always knew you be the one that work while they all play._

" _In youth, you lay, awake at night and scheme. Of all the things that you will change but it was just a dream!"_

The crowd went wild as the intensity of her singing grew. " _Here we are, don't turn away now. We, are the warriors, that built this town. Here we are don't turn away now. We, are the warriors, that built this town, from dust…"_ Mira then strum a series of notes as the bridge, and when she was finished with that, she slowly entered her last chorus

" _Here we are, don't turn away now. We, are the warriors, that built this town. Here we are don't turn away now. We, are the warriors, that built this town, from dust…"_ Once she finished, her guildmates went into full applause as she walked back to her friends.

"That was amazing!" Levy complimented. "Didn't knew you sing that well."

Mira smirked. "I'm a girl of many talents."

"And modesty isn't one of them." Cana joked despite the S-Class's glare.

"Hm," Lily scowled at an empty seat. "Where did Gajeel go?"

"Oh no," Lyon groaned. "You don't think he…" Everyone got their answer when the spotlight came back, and they got it in the most frightening way possible.

Gajeel was at the stage wearing a white suit, a white fedora, and a pair of sunglasses, as well as having a purple, cat-style guitar with chains.

"Since you people love this new building, I better it open up with this tune of mine called _Best Friends._ "

"Huh, so Gajeel can sing as well." Levy noticed.

"...Can is a bit of an exaggeration." Lily deadpanned.

"Get off the stage!" A guildmate shouted. But Gajeel ignore him as he started to sing.

"Colorful, colorful… Shooby doo bop! Tremble with love, steel gray metallic!"

As Gajeel continued to sing, Lily sighed with strained patient, Lyon banged his head on the table, and Mira facepalmed. Levy shrugged as she continued to listen. To her Gajeel's singing wasn't that bad, it was actually enjoyable.

"Bite it hard!" Gajeel continued to sing. "Sweet honey~"

Though she was in the minority in that thought, with the other guild members being more parallel to…

"What kind of music you people listen to?!" Natsu shouted from a few tables over. "This is the worst song I ever heard!" He was responded with a guitar to the face as Gajeel blew viciously through a harmonica he got somewhere.

"You want a piece of me?!" The Salamander shouted as he and Gajeel charged into each other.

"Shooby doo bop!" Soon the two were wrestling around on the floor.

"Both of you, stop this!" Makarov shouted, fearing the damage that would fall upon the new guildhall.

"I have enough of your shoe doo bebop!"

"It's shooby doo bop, you dumbass!" Suddenly a mug was thrown into Gajeel's face. "Alright, who threw that!"

"Gajeel!" Lyon yelled as he got up. Unfortunately, he was sitting next to Erza, so he bumped into the Titania and forced her to drop a strawberry cake she was eating. "Would you quit screwing around already!"

"My strawberry cake…" Erza said painfully. But she didn't get the chance to mourn as a wooden clog suddenly smashed it.

"Enough already!" Elfman shouted. "If you were real men you would take this outside!" Erza, in rage for her lost dessert, kicked him out of the guildhall.

"Watch it, you oaf!"

"Erza." The knight turned around and saw Mira growling at her with a demonic aura. "Did you just kicked my brother for no good reason?"

Erza scowled back. "He destroyed my cake. Justice must be delivered!"

"Well I got your justice right here!" Mira transformed to Satan Soul: Beelzea, and the two former rivals were now in the heat of battle.

"Oh come on!" Makarov cried. He didn't thought the two S-Class mages would go back to fighting. "The guildhall is in even more trouble!"

The brawl continued as everyone soon joined in, saved for Levy, Cana, Lisanna, Lucy, Merudy, and Lily. As Gajeel continued to fight Natsu, he looked around and saw the carnage. He then smiled. "Ghi hi, guess nothing really changed after all-"

"Incoming!" He couldn't finished as a flaming fist landed on his face.

* * *

A few days after the brawl, Natsu was about to go on a job when received an anonymous letter from a frightened Fairy (No doubt afraid of the Salamander) to come to Magnolia park. Seeing no problem with this, he headed over and saw a man with a suit and having orange hair and cat ears on his head.

"Who are you?" Natsu questioned.

"My name is Loke," The man responded coldly. "We met before."

Natsu rattled his brain before recognizing the man. "Oh yeah, you're one of those weird spirit things that blonde girl had with her."

The spirit scowled. "THe girl's name was Lucy,and you attacked her when your guild Phantom Lord declared war on us."

Natsu sighed. "Is this gonna take all day. I have a job to go to and…"

"I can't accept that the man who harmed my mistress is taking job at Fairy Tail." Loke rose his fist for battle. "And so can't the rest of my Zodiac comrades. Since I'm the only one that can come on my own magic, I'm the only one that can deliver justice."

"...Guess it's too late to say sorry." The salamander joked.

Meanwhile the mentioned girl was watching the incident behind a large tree. "Dammit Loke," Lucy muttered. "I already said I was over what happened. Then why are you doing this…"

"Go ahead then," Natsu said to the spirit. Loke scowled at him. _Nine punches. One for each of us that couldn't protect her._ He then charged straight at Natsu. "Regulus punch!" His fist was charged with a bright light as it send Natsu flying back.

But the Dragon Slayer didn't react, and just stood by as Loke sent another punch. Loke then sent an uppercut, sending Natsu flying into the air, then crashing even harder into the ground.

Lucy watched in worry not just for her spirit but for the Salamander as he struggled to stand up."What are you waiting?" Loke scowled. "Why won't you fight back?" Meanwhile, the Celestial mage realized what Natsu was doing...

"What's going on?" Loke turned around and saw a familiar face walking towards them. "Jellal?"

"The blue-haired mage carried a face of irritation as he came towards them. "So this what Fairy Tail has come to, attacking newcomers." He turned to Lucy and scowled. "I know you like to be kind to your spirits, but at least try to get that one on a tighter leash." Lucy clenched her fist, but didn't shout out in fear of the blue-haired mage.

Jellal walked past Loke and looked as the weakened Natsu in disdain. "But I can see why you take such, given what this one did to our guildhall.

"I've been travelling around and I've heard, discerning rumors of our guild." He scowled in remembrance. "People kept talking about how weak and pathetic Fairy Tail is. No has said such things…" He released a look of malice unto Natsu. "That is until you came along!" He collected golden energy around his fist and threw at the Salamander, making the latter scream in pain as he was sent crashing back a few feet away.

"And you will pay for that!" Jellal continued to sent numerous energy blast at Natsu, which pushed Natsu straight into a tree.

 _Why isn't Dragneel fighting back?_ Loke thought as even watched Natsu in concern. _He much stronger that this unless, unless he accepting each attack so he can be accepted…_

Natsu tried to get up, but Jellal keeped him down with a series of stomps to the head.

"You're not leaving that easily!"

"That's enough, Jellal!" Lucy shouted at the blue haired mage. "You're going too far!"

"You stay out of this!" In anger he sent another energy blast, but this time to the Celestial mage. Loke tried to intercept, but he wasn't fast enough to stop it.

"Lucy!" The Celestial mage couldn't move from the stop, and she braced herself for the impact.

But then a blast of smoke appeared, then faded to reveal Natsu standing in front of her with his arms crossed over him, both now bruised from the attack. He stumbled as the injuries he had received became to take hold of him.

"Natsu…" She tried to rest her hand on his shoulder to support him, but he shrugged it off.

"Is that all you wanted." He let out. "Cause I got other things to do now." He then walked out of the park.

"Natsu-"

"Just leave me alone

Jellal turned from the tree and started to march away. "This isn't the Fairy Tail I wanted." He growled to himself. "Everyone sees it as a joke." He clenched his fist. "Sorry grandfather, but your ways are holding us down. I must do what I can to make Fairy Tail a true guild."

 **Oh dear, just what is Jellal planning on doing. And I hope Natsu's doing well after that.**

 **Lily: That was brave of you Natsu.**

 **Natsu: Well yeah, I'll always keep Luc safe.**

 **Lily: I meant in the context of this story.**

 **Lyon *To Gajeel* : You did all that in canon to get accepted.**

 **Gajeel *Looking away* : Keh. Nah, it was the only way to get people to stop bothering me.**

 ***Levy chuckled to herself knowing the real reason***

 **Well with that out of the way, one arc ends and the next is about to start. That's right people, the Battle of Fairy Tail is coming up!**

 **Leave your reviews and like or subscribe. By the way, I don't own Imagine Dragon's** _ **Warriors.**_ **See you next week.**


	29. Arrive, The Nebula Knights

**Greeting my loyal fans. Today we start with the next big arc, the Battle of Fairy Tail!**

 **Bixlow: Awesome! Our big debut!**

 **Evergreen: It's about time.**

 **Freed: We'll perform at our maximum. Though our leader has been switched with someone else, that will not prevent us from honoring Laxus-sama's name!**

 **...Right. Anyway I want to thank PicroPrince, mikel97 and Apostasiaceae for following and favoriting my story. I also want to thank OneWhoCharms, Cinder Fall 39, Fin-Fin Jun-Tenshi for their reviews. Seemed they like Natsu defending Lucy from Jellal.**

 **Happy: Of course Natsu would keep Lushi safe. He liiiiikes her.**

 **Oh so true. And apparently, OWC and Jun-Tenshi find a certain ice mage a bit… psycho.**

 **Lyon: I am not yandere!**

 **I don't know, I find it pretty accurate.**

 **Mira: You do have some elements of such thing. Like asking Gray when he'll marry Juvia, even though you claimed you got over her…**

 **Lyon: I only want my younger student to treat Juvia well. Besides, I'm not the only guy that part yandere. Happy….**

 **Happy: Hey, I'm sure that Lily bumped into Carla's butt on purpose.**

 **He didn't Happy. And say it like that, you make sound like a pedophile, and that's Mest's thing.**

 **Mest: Hey!**

* * *

 **Alright time to begin. To disclaim, here's our Thunder Legion, who will be receiving their new title soon.**

 **Freed: As you wish. DigiXBot does not own Fairy Tail.**

 **Evergreen: If he did, we would get bigger roles.**

 **...Not really. But I can give you guys a role in a Red vs Blue parody.**

 **Bixlow: Are we the Freelancers.**

 **Nah, you and Laxus would be the Red Army.**

 **Bixlow: … I call Donut!**

* * *

 **Enter the Nebula Knights.**

Jellal turned from the three and started to march away. "This isn't the Fairy Tail I wanted." He growled to himself. "Everyone sees it as a joke." He clenched his fist. "Sorry grandfather, but your ways are holding us down. I must do what I can to make Fairy Tail a true guild."

* * *

Late one evening, a blue-haired girl yawned as she wrote down another set of notes in her apartment. Scattered all over her desk were various tablets, scrolls, and note paper, with a single tablet with an angel marking in the center of the clutter.

"This one, Eitilt, means 'flight,'" Levy said as she wrote down the word on the paper, right next to a series of characters found on the center tablet. She stretched her arms apart in an effort to fight off sleep, but she recognized it was a losing battle. "I think I should take a night to think this over."

She got off from the desk and walked towards her bedroom. Ready for the gentle embrace of rest, Levy simply laid down on the messy bed and closed her eyes

But she wasn't able to keep her eyes shut as she felt a large lump next to her, and especially when a massive hand reached out to grab her…

"Eep!" The Letter Mage frantically leaped out of the bed, and in fury she pulled off the sheets, revealing a completely out Gajeel and a near-asleep Lily.

"Seriously?" Levy groaned. "Don't you guys have your own apartment?"

Lily rubbed his eyes awake. "Apologies. We came for only a visit, but Gajeel lost the energy to function and fell asleep.

"He's still recovering from eating the Etherion, huh?"

"Indeed, he hasn't been this ill since he attempted to devour Jellal's magic."

"Guess eating any element but iron would do this to him." Levy blinked. "Gajeel tried to eat Jellal's magic?" She deadpanned.

"Well, force-fed would be a more accurate term after challenging the latter."

"... that makes more sense, so what type of magic does Jellal uses anyway?" She asked curiously.

The Exceed shrugged. "Hard to say. Despite his pride, he never described how it works. Most suspect it is a form of cosmic magic, similar to Lucy's."

"Still, it's enough to make him one of the strongest alongside Mira and Erza."

"As well as Mystogan," Lily added. "Though of course, all four are outclassed by Gildart." He then rubbed his chin in thought. "Though of the four, I do wonder who can be the strongest. Perhaps a tournament..."

"Um, maybe we can stick with calling all four 'The Strongest.'" Levy suggested nervously. "Just the thought of fighting against my guildmates is frightening."

"Perhaps. So what are still doing up so late?" Lily asked, changing the subject.

"I was actually analyzing the tablets we got from Galuna, specifically the 'Holy Scripture' tablet."

"The one you said was a form of letter magic?" Lily remembered.

"That's right. The language on the tablet is long extinct, but they were enough descendants that not only I can translate what it means, but I can even pronounce the spells as they were when they were conscribed."

"That's rather impressive." Lily smiled.

"Well, at the moment I only learned two spells," Levy replied modestly, rubbing the back of her head. "both that translate to 'Purify' and 'Flight' respectively, and I haven't got the chance to test them out yet."

"Well, I look forward to witnessing that." The Exceed replied. "I should probably take Gajeel home so you can get some rest." As he about to pull the Dragon Slayer out of the bed, he stopped as if he remembered something. "Ah, wait, Gajeel and I have a reason for coming here." To Levy's confusion, he went into the pocket of Gajeel's pants and pulled out a folded piece of paper. "We knew you were having trouble with finances, so we wanted to give you this."

"A job…" Levy asked as she accepted the paper and unfolded it. "Magnolia Harvest Festival?"

"It's an annual event that's being held next week. Fairy Tail has always participated in it. Though I believe the bottom portion contains the solution."

"'Miss Fairy Tail Contest?' Prize… 500,000 Jewels!" Levy exclaimed. "That's enough to pay for seven months!"

"Nearly all of the female members of Fairy Tail will participate." He noticed Levy becoming downtrodden. "What's wrong?"

"'All' members pretty much include Mira, Lisanna-chan, Erza, Cana, Lu-chan…" She sighed. "I can't compete against them. For two _obvious_ reason."

"Nonsense, not all male members are interested in… certain aspects… just only a ... slight majority." He responded hesitantly.

"That's not really helpful." But Levy managed to stand tall. "I'll have to show that there's more to looks when it comes to charm. This Harvest Festival's going to rock!"

* * *

"Hey." A dark wizard called out to his comrade. The two were standing guard at the inside end of the entrance to the dark guild Ghoul Spirit.

"Yeah?"

"You ever wonder why we're-" He didn't finish as the door suddenly exploded.

"I can explain why you are here." A sophisticated voice stated. "You are here to face our wrath."

Leading a group into the guild hall was a green-haired man with a red jacket and a sword to his side. Next to him was a mousy-haired woman wearing a form-fitting green dress and a pair of glasses and a man with a mix knight-jester style who had five Tikki-dolls floating by his sides.

"These are the clowns that laughed at us?" The woman observed smugly.

"Heh, they don't look so tough!" The knight laughed psychotically.

"So tough! So tough!" THe five dolls mimicked.

"You bastards want a fight!" Three dark mages charged at them. "Then you'll get one."

"Oh my, a guild that hides in the shadows wants to challenge a legal guild." The woman said as she lowered her glasses and aimed a gaze at them. "What is the world coming to?" As soon as the three looked into her gaze, they stopped in place as their skin and clothes hardened to stone.

"Why you-" The rest of the dark mages tried to charge at them, but the five Tikki dolls left the knight's side and started blasting green lasers at them, causing complete carnage that stopped them in their tracks.

"That's enough, Bixlow." THe green-haired man commanded. The dolls stopped their attack as the knight looked over the destruction.

"Aw, it's over already." He groaned, then turned to his other male comrade. "Guess I forgot to leave some for you Freed."

"Leave some! Leave some!"

"It's alright." The man replied. "Though honestly. I'm surprised such a weak group managed to form a guild."

"It's because they are so weak they resorted to illegal activities." The woman stated.

"Perhaps so, Evergreen. All that's left is to find their guild master."

The said guildmaster was hiding from the three behind a barrel. _Just three, no, TWO wizards were able to take down my entire guild._ Once he managed to sneak past their watch, he started to run towards the exit. _I have to warn the others of the Balam Alliance. This could even affect-_ But he couldn't run anymore as he crashed into a toned chest. When he looked up, he a fearsome gaze, with part of it coming through a red face-mark…

"So you ran and abandoned your guild," Jellal Dreyar scowled at the quivering man before him. "how pathetic." The three wizards from before came, and one can witness a familiar creature mark on each of their persons: A green mark on Freed's hand, another above Evergreen's left chest, and a blue mark on Bixlow's tongue.

"Apologize, Jellal-sama." Freed bowed before the wizard. "This man escaped from our watch."

"The way this rodent was scurrying, I can't blame you." Jellal replied nonchalantly.

"Guess you couldn't stay cooped up in Magnolia for long." Bixlow chuckled.

"I can reach you guys easily with my magic. Would like to finish this one off?"

"I believe such honor belongs to you."

Jellal smirked as he concentrated golden energy around his fist as a fearful recognition covered the dark master. "Je-Jellal of Fairy Tail." The man gasped. "Then you're all… the Nebula Knights!"

"That's right…" Then the blue-haired mage backhanded the dark guild master to the wall. He then faced his teammates. "You've all done well in exterminating the Ghoul Spirit guild. With this, you have that you are ready for our next task…"

"I suppose it's time to head home." Freed stated.

"So the time has come, Jellal-sama?" Evergreen asked.

"Hell yeah!" Bixlow laughed. "My babies have been waiting for so long!"

"Yes," Jellal smirked. "Now it will come, Fairy versus Fairy, and the end of my Grandfather's reign..."

* * *

The next morning in Magnolia, Makarov, Mira, and Lisanna were walking through the streets carrying bags containing supplies from food to decorations. AS they headed to their guild, they observed the town's residences setting up stands and signs for the Harvest Festival.

"Everyone is in such a festive mood!" Makarov grinned cheerfully.

"They are, aren't they?" Lisanna smiled

Mira grinned back. "And with everyone busy with the 'Fantasia' preparations…"

"It's the biggest parade in all of Ishgar!" Makarov finished

"Probably be even bigger if Jellal actually shows up."

"Ah, forget about him, I don't want to hear about it."

"I heard from Lucy that he was here recently…" Lisanna mentioned. This startled the old man. "Is something wrong master?"

"N-nothing." Makarov managed to say. "But I'm worried why he's here out of all times."

"Just don't worry about him." Mira advised. "You know how Jellal is."

He sighed. "Maybe you're right." _I do know how he is, Mirajane._ He thought to himself. _But I also remembered how he was…_

* * *

" _Are you going to partake in Fantasia, grandfather?" A blue-haired, ten-year old boy asked Makarov politely._

 _Makarov chuckled. "Didn't I promise you that I'll be watching the parade with you, Jellal?"_

" _Oh, right…" Jellal laughed as well as the two walked towards the street where Fantasia would travel by. But by the time they arrived, a massive crowd had gathered alongside the street._

 _Jellal tried jumping up and down to see past the crowd, but he was unable to and gained a frown. Makarov hummed to himself, then lifted the boy onto his shoulder, and surprised Jellal when he inflated his body so he was taller that the crowd._

" _Wow!" Jellal shouted in excitement. He then saw the various performed walking down the street as they demonstrated their magic._

" _Pretty cool, huh Jellal?" Makarov grinned. "Those are Fairy Tail wizards!"_

" _I wish I can join Fairy Tail."_

 _Makarov chuckled lightheartedly. "Sorry, my boy, but I'm afraid you're too young to join at the moment."_

" _Well, once I'm old enough to be a wizard, then I'll join Fairy Tail." He leaned downward and smiled at his grandfather. "Because it has the greatest master in the world."_

" _Greatest master, hmm. And who can that be?" THe two continued to laugh as they watched Fantasia._

* * *

 _Those were the days…_ Makarov sighed as he walked with the Strauss siblings. _What caused you to become like this, Jellal?"_

* * *

"Ugh…" Gajeel groaned as he stumbled through the decorated Magnolia, with Lily flying nearby and making sure he does not collapse. "Must… find… grub…"

"The Eternano poisoning still leaving an impact." Levy sighed. She, Lyon, and Merudy could only watch the Dragon Slayer wander aimlessly through the town.

"Relax," Lyon reassured. "Once he get's something to eat, he'll be fine."

"Same old Lyon, never changes." The three turned around and saw a brown-haired man wearing an orange shirt.

"Warren, is that you?" Lyon asked.

"You bet!"

"That's great," The ice mage turned to the two girls nearby. "This is Warren Rocko. He's the best Telepath mage we know and often out on missions."

"Luckily I made it back for the Harvest Festival."

"Nice to meet you, then." Merudy greeted, offering a hand.

"You must be Merudy," Warren replied, shaking the girl's hand. "heard a lot about you."

"So this many people live here in Magnolia?" Levy asked.

"Nah, folks from all over come to see the Fantasia parade."

"Man, I can't wait to see it!" Levy said eagerly.

"See it? You're already in it." Lyon deadpanned.

"Really?" Suddenly realization covered the Letter Mage's face. "The Miss Fairy Tail contest! I almost forgot!" She ran down the street towards the guildhall.

"The Miss Fairy Tail contest?" Merudy asked the other two wizards.

"Oh, it's a beauty pageant being held this year." Lyon explained.

"Sounds fun! Better go sign up then!" The Maguilty mage then ran the same direction as Levy.

 _Merudy in a beauty pageant._ Lyon thought to himself. _It be amazing to see her charm in action. But they will be men there who would lust at her. Can't allow that…_

"Hey Lyon," Warren called out, holding back a laugh. "You know your thoughts are borderline yandere, right?"

The ice mage scowled at the telepath. "I don't know what you mean, and it's rude to read people's minds without permission!"

"Hmm, a bit tsundere too."

* * *

At the Fairy Tail guildhall, men from both the guild and all over Fiore were waiting eagerly for the Miss Fairy Tail contest. All of them sat in perverted leer for the coming girls.

"I know why Elfman is here," Lyon began as he sat next to Gajeel, Lily, and Elfman. "But why are you here, Gajeel?" He asked the Dragon Slayer, who was stuffing his face with a mix of bread and bolts.

"Cause he's a man!" Elfman replied.

"People from Magnolia! People from all over. And to the people from the underworld, remember to return to your graves when the shows over!" Max joked as he came onto the stage in a purple suit and red bow tie. "I'm your host Max Alors, Sand Mage extraordinaire, and it's time for our Fairy Tail beauties to come on stage!" THe crowd went wild in excitement.

"Our first contestant will either read your fortune or drink you under the table. Heeeere's Cana Alberon!" The card mage walked onto the stage. Pulling out a deck, she tossed it into the air and the cards began to fly rapidly around her.

"Wow, look at those cards fly!" Max announce. Once the cards faded away, Cana stood proudly in an orange bikini, and the audience cheered at the display.

With the 500,000 Jewels, I can keep up with my tab for at least two months. Cana thought as she exited the stage.

"A swimsuit!" Levy exclaimed as she, Lucy, and Erza watched from the right side of the stage behind a curtain.

"That's practically cheating!" Lucy hissed in agreement.

"A swimsuit, interesting strategy." Erza nodded, causing the other two to look at her in shock.

"You're actually joining, Erza?" Levy asked.

"She really enjoys competition." Lucy explained. Levy sunk her head in depression. _There's goes my rent money…_

"Good show…" Makarov complemented from the audience.

"Um, master," Alzack said next to him. "Your nose is bleeding…"

"Up next," Max called out. "She's the newest girl in town, but she got's S-Class magic! Contestant number 2, the lovely Merudy Keymon!"

Merudy smiled as she activated her Maguilty Sodom, then twirled as the blades orbited around her. Once she had enough speed, she dropped an orange into each of her hands from each sleeve, then threw them upward towards the blade.

When the fruits fell down, she caught them and stopped spinning, and the blades vanished from the air. The two oranges seemed unharmed, until their peels fell off and they collapsed into even slices.

"Such precision!" Max cheered as the audience was amazed by her talent.

"Wow…" Lyon stared at the pink haired beauty as she placed a slice into her mouth before walking away. _You're already a winner in my eyes, Merudy!_

"And here's our third coordinate!" Max continued. "Here's our well loved cover girl, Lisanna Strauss!" Everyone went wild as they recognized the famous model from Sorcerer Weekly.

"You got this, Lisanna!" Elfman cheered.

"My specially is transformation magic." Lisanna said. "I thought I can show you my Animal Soul magic, but I think this will appease you more." Everyone leaned in as she covered her face with one hand, then she pulled it off and…

"Here's my Lily impression!" To everyone's shock, her head became an exact replication of the Exceed's. No one spoke as she stood in an at-ease pose and gruffed. She then moved her hand over her face again, and it became a replication of a certain dragon slayer. "Now here's my Gajeel impression. Ghi hi hi!"

"What the hell!" Gajeel spit taked his meal.

"Lisanna… is a man..." Elfman moaned.

"That was entertaining."Lily smiled, amused.

"Um, okay…" Max managed to let out as Lisanna smiled and waved at the dumbstruck crowd, then walked away. "If you thought that was great, here's contestant number four! Our residential She-Demon and number three's big sis, Mirajane Strauss!" The punk girl sauntered her way to the stage as the audience cheered even louder than before.

"You have this in the bag, Nee-san!"

"Don't blink," Mira smirked as a bright light covered her, a light too familiar to her guildmates.

"Fear me, if you dare!" The audience became frightened as she transformed into Satan Soul: Beelzea.

"Why do those Strauss girls enjoy messing with us?" Makarov face palmed as he felt the bulge in his pants vanished.

"That… was… terrifying." Max said honestly after Mira transformed back and left. "Now here's our fifth contestant! The top cake lover and famous Titania, Erza Scarlet!" The fearsome knight leaped forward onto the stage, and many of her fans cheered loudly at her entrance.

"Prepare for a requip you have never seen…" As a bright light covered her clothes, the men were all on guard, fearing another gag just like with the Strauss siblings. But they were both relieved and energized when the light faded and Erza stood in a black gothic lolita dress.

"Guess I won." She smiled proudly.

"I never seen that before." Macao stared at the red haired woman.

"Wie." Reedus agreed as he quickly sketched Erza.

"Now here's contestant number six. She may be petite, but she's as bright as she is cute! Here's recent joinee Levy McGarden!"

"Now's my chance!" Levy shouted as she ran out onto the stage.

"Break a leg!" Lucy encouraged.

"Do your best." Lily advised from the audience, while Gajeel grunted in agreement.

With a flick of her hand, she created Solid Scripts of Water, Fire, Earth, and Air. The crowd watched in amazement as she willed them together to create a massive firework display.

"Incredible!" Max shouted as the audience cheered. Levy happily ran off the stage. _Alright, rent money here I come!_ She was so excited she didn't witness a glowing set of eyes…

* * *

"Our seventh contestant is the top shooter in the guild. Here's Bisca Mulan!"

Bisca held four coins between her fingers, then tossed them into the air.

"Watch and learn, requip!" The gun woman summoned a rifle from the air and shot holes in the center of each of them.

As the audience cheered, her partner Alzack watched her in amazement. "So cute…"

"At number eight is the girl who shines as bright as her spirits, Lucy-"

"Just Lucy's fine." The Celestial mage interrupted Max as she ran onto stage in a blue cheerleader outfit. "Anyway, I'll be doing a dance with my spirits-"

Suddenly a woman's voice interrupted her. "Number nine."

"Hey, I didn't get to do my cheer!" Lucy protested.

"Here's a woman that represents the beauty of a Fairy." Many fairies were shocked when a brown haired woman strutted onto stage. "The champion, Evergreen, has arrived."

"Evergreen's here." Lyon scowled.

"Then that means the rest of the Nebula knights are here," Elfman said. "Including Jellal."

"Hey! You can't just declare yourself a winner without even participating!" Lucy shouted at the woman.

"Lucy! Don't look into her eyes!" Lily warned. But it was too late as Evergreen lowered her glasses and gazed at Lucy, and soon the Celestial mage was a mere statue.

"Did you say something, little girl?"

"Everyone," Max shouted. "Run!" Everyone who wasn't a member of Fairy Tail quickly escaped the building.

"What are you up to, Evergreen," Makarov questioned. "Are you trying to ruin the festival?"

"Oh no," Evergreen protested. "I'm just opening the main show." The curtains pulled away, revealing all the previous contestants were also statutes.

"Oh crap!" Max shouted.

"Nee-san! Lisanna!" Elfman shouted in shock.

"Merudy!" Lyon yelled.

"Stone-bitch got Shrimp as well!" Gajeel shouted, slamming his fist on the table.

"Turn them back!" Makarov shouted as he and the other male members glared at the petrifymage.

Suddenly a series of purple runes floated into the building and onto stage, where they solidify into three male figures.

"Greetings, Fairy Tail." Jellal said as he stood with his Nebula Knights at his side. "I like to officially begin the Harvest Day festival."

"So Jellal's behind this." Lily scowled.

"And he brought his pets with him." Gajeel growled.

"Why are you doing this, Jellal?" Makarov demanded. "We have to prepare for the harvest festival!"

"There's more than enough time for that, besides," Jellal snapped his fingers, and one of Bixlow's dolls floated above Lucy, then sent a green blast at her. Everyone was relieved when it missed her and only struck the floor by her.

"You want to put these fair maidens in danger." When their attention was to him he smirked. "I'm starting a special game. You want these eight to be returned to normal, they you must win. Break the rules, and they become rubble."

"How can you take this as some sort of joke!" Makarov shouted.

"I'm taking this as seriously as I can."

"We can now show which of us is the strongest." Freed stated. But everyone was startled when a table was suddenly sliced in half.

"I don't care what game you play," Gajeel growled as he lifted his Iron Dragon Sword. "But taking hostages is just playing dirty!" He leaped towards Jellal, preparing to cut him down.

"Gajeel wait," Warren shouted. "He defeated you just a year ago!"

Jellal just smirked as he covered himself in a golden field, then flew above Gajeel and crashed him towards the ground, leaving the dragon slayer completely knocked out.

"Gajeel!" Lily and Lyon shouted

"I knew that would happen." Warren groaned.

"He's no man." Elfman shook his head

"Any more complaints?" Jellal only silence and Gajeel's groans answered him he and his men continued.

"To turn these girls back to normal, you have to defeat the four of us." Evergreen continued for him.

"And it'll be easy for you." Bixlow laughed. "There's four of us and a hundred of you."

"Hundred of you! Hundred of you!" His dolls parroted.

"But if you can't beat us in three hours," The petrify mage continued. "Then I'll turn them to dust!"

"What!" The other fairies protested. "No way! Why would you do that?!"

"The battlefield shall be Magnolia, and the battle begins once you find one of us." Freed stated.

"Enough of this!" Makarov shouted as started to enlarge his body. "Stop fooling around!"

"Calm down, grandfather." Jellal replied calmly. "The Battle of Fairy Tail has begun!" He rose his arm and a flash of light engulfed the building. When it faded, the Nebula Knights have already disappeared.

"Those bastards…" Makarov growled. "Think they can just run away!"

"We'll make them pay!" Elfman shouted. "Jellal's getting it for turning my sisters and the others to stone!" He and the other Fairies started to run out of the guild hall, hungry for the Nebula Knights' blood.

Alzack remained behind as he stared at Bisca's petrified form. "Don't worry, Bis, I'll get you free." He ran out to joined the others.

Makarov growled and also started to run out. "Jellal! You're in so much trouble for this!" But he was soon stopped as he collided with an invisible barrier.

Lyon stopped running and saw his master's struggle. "What are you doing?"

"Is everything alright?" Lily asked as flew to the exit, but he too was stopped by the same barrier as Makarov.

"There's an invisible wall right here!" Makarov shouted, with his face squished against the barrier.

"What are you talking about?" Lyon easily walked past the exit. "There's no barrier here." He tried to push Makarov past to exit, but the mysterious barrier kept him at bay.

"Look!" Lily pointed upward, and the two saw a series of red runes above the doorway.

Makarov recognized the runes. "It's a Jutsu Shiki!"

"Jutsu what?" Lyon asked as he walked past the barrier.

"A Letter magic spell used as a barrier, trapping anyone who steps inside. Freed must have written them to keep their game alive. Now we have to follow the rules placed so we can get out."

"This is some messed up magic." The ice mage grumbled.

"It requires a lot time to cast, so it's not efficient in one-on-one battles. But as you can see, it does well as traps."

"It's explaining the rules right now," Lily began to read the red runes. "'No one that is a statue or over the age of eighty can leave.'" The Exceed turned to the old man. "It seems Jellal does not intend for you to interfere."

"And you were an unexpected consequence," Makarov grumbled. "To think that Freed was able to set such a trap for me. Just how long were-" He paused and stared at the Exceed. "So you're at least eighty years old?"

Lily sweatdropped. "I don't believe that's the focus, master."

"Just Freed and the others to me," Lyon stated. "If I take him down, maybe these runs will go down as well."

"Be careful!" Makarov advised.

"I won't go easy on Jellal just because he's your grandson," He turned his head to look at his petrified crush. _I'll avenge you and the others, Merudy._ He then continued running out. "I'll kill him for what he's done.

Makarov sighed as the ice mage ran off. "What exactly is Jellal up to?" He wondered out loud. "He's too powerful. Can any of them stop him?"

Lily turned to the petrified girls. "If either Mirajane or Erza were still active, they could, but now…"

Makarov sighed, then spotted a figure hiding behind a pillar. "I can see you, Reedus."

The painter came from his hiding spot. "I- I'm sorry master. I- I just can't face against Jellal or the others…"

"It's alright." The old man responded. "Do you know where Porlyusica is?"

"Wie."

"I need you to head to her home and tell her what happened. She may have the cure for stone curse."

"Wie!"

"Fuck!" The three turned and saw Gajeel walking up and screaming. The dragon slayer growled as he looked around. "Where the fuck's Tattoo-face?! And where's everyone else?!"

 _With Gajeel's determination, we might have a chance..._

"Glad you're awake Gajeel." Lily said as his partner stood up. "But we have a situation right now."

"Gajeel, Jellal is out there in Magnolia." Makarov explained sternly. "If we're going to turn the girls to normal, we need you stop him."

Gajeel smirked as he slammed a fist into his palm. "So you want me to discipline that punk. Ghi hi, no problem!" He ran towards the exit. "Once I find him, I'll rip him a new-" But to everyone's shock, he slammed into the Justu Shinki.

"Hey! Who the hell put this here!"

* * *

Meanwhile, Jet and Droy were running to meet up with Alzack. "Did you find them, Alzack?" Jet asked.

"No, not a trace of them." Alzack growled, then kicked a nearby crate. "THose bastards! They pay for what they did to Bisca!"

"Calm down, Alzack!" Droy shouted. The gun man turned to him in anger. "How can I?! If I don't find them in three hours-" Suddenly two line of purple runes glowed in front and behind them, and a square-shaped Jutsu Shiki surrounded them.

"What the hell's this?" Droy shouted.

"Did Freed really set traps all over the place?" Jet wondered. A new line of runes appeared above them, and they were startled at its message.

"'Only the strongest wizard may leave.'" Droy read. "He's expected us to kill each other?!"

"No way we're doing that Freed!" Jet shouted. "Right, Alzack? Alzack." The two turned to the gun mage, and were horrified at the haunted look on his face.

"I'm sorry guys," Alzack replied, pulling out his guns. "But I must, for Bisca's sake…"

* * *

"I don't understand," Makarov grumbled as Lily tied to push Gajeel through the barrier. "You're obviously not a statue. Unless you're over eighty…"

"Do I look eighty?" Gajeel growled back. The three hear a ding and saw a new set of runes appeared.

"'Battle of Fairy Tail Status Report.'" Lily read the runes.

"'Current match… Jet vs Droy vs Alzack!'" Makarov finished. "Why are fighting each other?!"

* * *

Alzack was pushed back to near the edge of the barrier. Jet flashed through the air as he moved closer to the gun mage. "Valkyrie's Heaven Sword!" He leaped up and prepared to stomp down Alzack, but the latter jumped out of the way.

"Knuckle Plant!" Droy activated a series of seeds that grew into stalks, which began swiping at the gun mage. Alzack managed to dodged them as he prepared his weapons. "Gun Magic: Tornado Shoot!" A single beam came from each of his guns, and both pierced Jet and Droy respectively, completely knocking them out.

As he landed onto the ground, the Jutsu Shiki faded. A tear escaped Alzack's eye as he walked away. "Forgive me, guys… it was the only way…"

* * *

Around town, the civilians were startled as Fairy fought against Fairy, only keeping calm by believing it to be part of the Harvest Festival. Vijeeter was using his dancing prowess on the roof to avoid Nab's attack. Warren used his telepathy to figure out Max's plan before the Sand Mage could strike. Macao attempted to trap Wakaba using his purple fire. Laki went against a quartet of jealous-mages alone using her wood magic. Alzack gunned through every wizard the Jutsu Shiki's trapped him with.

Every wizards was dead set on defeating each other in hopes of saving their petrified guildmates, all praying that they succeed and their opponents and oldest friends would forgive them. Reedus prayed that he can avoid them as he ran closer to the easter forest.

 _Almost towards the east forest._ The fat painter thought as he reached the edge of the town. _I just have to find Porlyusica and-_ He then collided into an invisible barrier. To his shock, he saw an entire Rune wall extending Magnolia's perimeter.

"Attempting to escape?" Reedus gulped as a series of runes in the air solidify into Freed. "I cannot tolerate violations of my law."

The painter pulled out a pallet. "Just let me through so I can get Porlyusica to heal the girls."

Freed scowled."Jellal-sama declared Magnolia to the battleground. If you are a wizard then fight me."

* * *

In a hidden location, a blue-haired wizard breathed heavily in through his mouth, then breathed out from his nose.

"You actually placed your hope on Reedus?" Jellal chuckled in his base of operations. He was on the ground in front of a circular chessboard, with various figurines of different shapes and sizes. On the board, he set a quill piece in front of a paintbrush figurine. "You've become more desperate then I thought, Grandfather." He pulled out two more figurines, a small fairy and a Tiki doll. The doll he placed next to an ice figurine of a wolf, the fairy in front of a small monster.

* * *

"Where are you, Jellal?" Lyon growled as he walked through a clothing store.

"Hey look!" A psychotic laugh turned his attention to one of the Nebula Knights. "It's Lyon!"

"It's Lyon! It's Lyon!"

"Bixlow." The ice mage growled. "Where's Jellal?"

The manic-knight just laughed. "You want to find the boss man, then you'll have to beat me first!"

* * *

As Elfman ran through the street searching for Jellal, he scowled as he saw a familiar face in the crowd.

"Evergreen!" He shouted as he charged towards her. "If you're a man then stop taking hostages! Release my sisters and the others!"

When she started to lower her glasses in response, he closed his eyes and look downward. Unfortunately, this was part of Evergreen's strategy as two pairs of dragonfly wings popped from her back and she flew around the charging Take-Over, then blasted a series of yellow energy bullets at him and sent him crashing into a flower shop.

"I rather enjoy flowers," She said as the town's residents ran from the battle. "They suit me, don't you think?" Elfman just growled as he ripped a strip of fabric from his shirt. He then activated his Beast Soul as he got up, and tied the fabric around his eyes.

"I must admit, Elfman is a rather cute name~" She teased. "But you really think you can fight me without seeing?"

"Put Nee-san, Lisanna, and the others to normal," He growled as he marched towards her voice. "Or else." Despite his lack of sight, Evergreen smirked as he prepared to smash her under his fist, but she easily flew away, then started to fly nimbly around him.

Elfman's nose twitched for a second, then he slammed his arms towards his opponent's flight path, only for her to fly past it. "A beast sense of smell? How curious. But you must know that you're in my Fairy Dust." He registered the particles in the air too late as she flew away and snapped her fingers. "Fairy Bomb: Gremlin!" The particles ignited, and a series of small explosions engulfed him. His body now singed, he then fell forward to the ground.

Evergreen landed next to him and lifted his head, the blindfold now burnt off. "Did you know I enjoy statues. Even the most hideous of beasts can be eternally beautiful. Now just look into my eyes…"

* * *

"Dammit!" Makarov shout echoed throughout the empty guildhall. With Elfman's defeat, only 42 of the Fairy Tail wizards, less than half of what started, were left. And more were falling with the Nebula Knights picking them off.

"I know!" Gajeel shouted as he continued to punch the rune barrier to no avail. "Most of the girls are statues and everyone else, even Lyon, are fighting, and I'm stuck cause this fucking wall thinks I'm an old geezer like you two!"

"...I'm not that old." Lily grumbled under his breath.

"And if no one's left able to face Jellal, then all of the girls will end up as dust." Makarov added morbidly.

"Oh come on," Gajeel rolled his eyes. "Tattoo-face may be a class-A dick, but he wouldn't go killing his own guild mates right. That part has to be a bluff."

Makarov turned to the Dragon Slayer in surprise. _Even after what happened, there's a part of Gajeel that still thinks Jellal still cares for Fairy Tail."_

But any hope faded as the announcement showed Reedus's fall by Freed's hand, dropping the remaining wizards to 41.

"This is becoming worse," Lily scowled. "Reedus was suppose to get the medicine to return the girls to normal.

"Dammit Jellal," Makarov clenched his fist. "Just what is your endgame?"

"It's quite simple really." At the sound of the voice, Gajeel turned around and sent an Iron Dragon Club at the source. But the club simply broke the floor past a holographic Jellal.

"Can't even bother to show up so you sent a thought projection." Gajeel growled. The cosmic mage rose an eyebrow.

"Huh, so you and Pantherlily are still here, Gajeel. I suppose age does wisdom, at least for Lily's case. For you it must have brought senility." He laughed as Gajeel growled menacingly at him.

"Damn you, Jellal…" Makarov glared.

"You see these fools as your children, don't you Grandfather. So how does it feel to see your precious children fight each other. To spill each other's blood." He turned to the array of statues. "With Erza, Mira, and apparently Gajeel and Lily out of commission, there's no one that can face my Nebula Knights. I suppose the only choice left is… to surrender." Anger forced the old master to shake in fury.

"You're wrong." Lily said stepping forward. "There is still Lyon. Since he is on Gajeel's level, he is more than capable of defeating your pawns."

"Hey I am way stronger than Ice Prick!" Gajeel protested.

Jellal just smirked. "You actually believe he has a chance."

"You best not underestimate him, Jellal." Makarov challenged.

* * *

Lyon leaped back to avoid a low sweep from Bixlow. The knight just laughed as he called out to his dolls. "Fly my babies!"

"Here we go! Yeah!" The five dolls flew up and became blasting at the ice mage, who ducked in time to avoid them.

"Line formation!" At Bixlow's command, the five dolls arrange themselves into a totem, and sent a laser arc straight at the ice mage, sending him crashing into a display rack and whipping a bunch of dust into the air.

As the dust faded, Lyon was seen balancing on a mannequin's head.

"Not bad for a rookie, Lyon." Bixlow complimented. "Babies! V-Formation!" He was silent for a few seconds before he turned around and saw the dolls were being shredded by five ice eagles.

"Huh! When did ya-" He turned to face Lyon, but the ice mage used it to sent a knee up Bixlow's chin, sending him crashing to the floor.

"My turn! Ice Make: Ape!" THe newly formed gorilla roared as it braced to crush the knight bellow.

But Bixlow just smirked as he crossed his arms. "Babies! X-Formation!" Four mannequins flew towards them and caught the ape by the limbs, while a lone baby mannequin bulleted through its chest, shattering it.

"What…" Lyon stared at the five mannequins, especially their green eyes…

"My babies aren't like your ice pets." Bixlow laughed as he got up, the five mannequins floating by him. "When they get broken, I use my Seith Magic to transfer their souls into new bodies."

"New Bodies! New Bodies!"

"Guess I'll break you instead!" Lyon shouted as he sent a blast of ice magic at him.

"Go ahead if you think you can!" Bixlow laughed maniacally as he ran off while his dolls blocked the attack.

"Get back here!" Lyon ran after the Seith Mage out of the store, continuing to chase him until Bixlow disappeared into an alley. The ice mage entered, looking around for his opponent. "Where the hell that psycho go…"

"Up here~" He looked up and saw Bixlow hanging above, using his legs to brace himself against the two buildings.

"Dammit! What are you even playing at?!"

"That's the idea," Bixlow said as if Lyon was an idiot. "My babies and I want to play…" Lyon turned around and saw a line of runes glowing by the entrance of the alley.

A series of runes then appeared in the air. "Until the battle ends, those within this barrier can't use their magic inside."

"A trap?!"

"Hmm, good thing I got remote-control magic." Bixlow bragged as the mannequins from before appeared just outside the entrance of the alley. The five dolls then pelted the ice mage with their lasers.

"Ha ha!" Guess good ol' Lyon's useless without his magic." The Seith Mage laughed. But when the dust faded, he was startled when Lyon started leaping between the buildings, reaching higher in altitude

"No way!" But it was too late for him. Lyon screamed as he jumped towards Bixlow and slammed a fist into his opponent's face, sending them crashing to the ground below.

"Man that guy," Bixlow grumbled as he got up. "After all the damage-" When he turned around, he saw that Lyon didn't get up, the ice mage now unconscious from the damage.

"Heh heh." The Seith Mage smirked. "It's over already."

* * *

"Victor: Bixlow. Lyon unable to battle. Remaining Combatants: 29."

"So that's it." Jellal smirked as the others looked shocked at the announcement. "What exactly shouldn't I have underestimated.

"You croney must have used some sort of trick!" Gajeel growled as he and Lily glared at the cosmic mage, while Makarov looked painfully at the Battle Status runes.

"So then Grandfather," Jellal continued. "Who's left."

"There's still Natsu." Lily challenged.

"The Salamander?" Jellal raise an eyebrow. "I must tell you that he's not taking part in this. Did you actually think a Phantom to be loyal to a guild of Fairies?"

"Hey. I'm still here! And so's Lily!" Gajeel shouted.

"And how exactly can you stop me when you can't even leave the guild hall?"

"Alright." Makarov said. "That's enough. I surrender, Jellal."

Gajeel and Lily looked to him to shock. "Master…" Lily let out.

"Don't give in to this prick!" Gajeel shouted.

Jellal smirked at the defeated old man. "How admirable to hear your that. But that won't be you want the Battle of Fairy Tail to end now, then broadcast to all of Magnolia that you will renounce your title as guild master to me."

Makarov relit with anger at his grandson. "I should have known! So that's what you were after!"

"You little-" The Dragon Slayer growled.

"I'll give you some time to think this over." Jellal said as he started to fade away. "But be quick, there's only half an hour till these maidens are turned to dust. So what do you value, your pride, or your very children..."

 **Things are getting rough now. Just how will our heroes stop the Nebula Knight.**

 **Bixlow: Wow, we really caused a big mess then, huh.**

 **Yeah… you did. But the others forgive you guys.**

 **Gajeel: Where the heck's Salamander anyway? Shouldn't he've showed up by now?**

 **He'll show up in the next chapter. See you guys next week. And don't forget to leave reviews.**


	30. The Titania and the Star Child

**Welcome back boys and girls. There's only a short time till Christmas, and I can't wait to share this chapter with you. In the holiday spirit, I want to thank yorusorra, dragonwolf416, Elizabeth Fray, Keigo Bragunsju for favoriting and following this amazing stories. I also want to thank OneWhoCharms, Cinder Fall 39, yorusorra, and Fin-Fin Jun Tenshi for their reviews. Your support keeps me going. To yorusorra, glad you're enjoying this amazing tale. And yeah, Fin-Fin, Lyon is a total yandere.**

 **Lyon: Seriously, I'm not that crazy.**

 **Riight. Anyway, he'll calm down as the story continues. And yeah, Bixlow, Ever, and Freed are pretty awesome. Hope you enjoy their next few fights later on. And maybe I should have Jellal show some more skin.**

 **Jellal *Blushing as red as Erza's hair*: Wait, what?!**

 **Probably will make a certain swordswoman happy.**

 **Erza *Blushing as hard* : Um…**

 **Happy and Bixlow: They liiiike each other.**

 **Erza: Both of you be silent.**

 **Happy and Bixlow: A-aye!**

 **To OneWhoCharms, I hope you enjoy the next few matches. Two of them have the same lineup as canon, but I added my own little addition. And to Cinder Fall 39, glad you enjoyed my name for Jellal's team. What can I say, alliterations are just too fun.**

* * *

 **Base on this title, we have two special girls giving the disclaimer.**

 **Erza: Of course, DigiXBot does not own Fairy Tail.**

 **Lucy: That would be Hiro Mashima. DigiXBot just owns the plot.**

* * *

 **The Titania and the Star Child**

" _I'll give you some time to think this over." Jellal said as he started to fade away. "But be quick, there's only half an hour till these maidens are turned to dust. So what do you value, your pride, or your very children..."_

* * *

"Can't believe that jackass!" Gajeel roared after the thought projection vanish. "Demanding your position! If HE wants to be master so badly he should fight you head on!"

"To be honest, I wouldn't mind giving up my position as the guild master." Makarov stated.

"What?!"

"Master," Lily asked calmly. "You can't be thinking of giving in to Jellal..."

"I never said that Lily," the old master replied sternly. "I can't allow Fairy Tail to fall into Jellal's hands. He may be powerful, but he doesn't know that strength alone cannot run a guild, only heart and conviction."

"But at this rate," The Exceed sighed. "The girls will soon be turned to dust."

"There has to be someone out there that can stop him!" Makarov shouted.

"Ugh, turn it down." The three turned to the bar, and saw a tired Natsu getting up from behind it while stretching out his arms.

"Natsu!" Makarov exclaimed. "You were here the entire time?"

"Yeah, the whole Ms Fly Tile thing was boring, so I took a nap." The Salamander replied.

"Are you saying," Gajeel trembled furiously. "That with the girls being turned to stone, Tattoo-face declaring a battle royal, his pets betting up all of our guildmates, you sleep through all of that?!"

"Yeah." Natsu nodded, then smiled. "So there's a free for all, huh."

Before Gajeel could strangle the other Slayer, Makarov spoke up. "Natsu, we need you to go after Jellal."

"He's the one with blue hair and the weird mark on his face, right?" When the master nodded he smirked and pounded his fist. "Great! I owe that guy some payback! I'm all fired up!" Natsu jumped over the bar and began to charge outside. But his momentum was canceled when he crashed into the Rune Barrier, shocking everyone.

"What the hell!" Gajeel shouted as the Salamander got off the barrier. "Don't tell me your over eighty, too!"

"What! Why didn't anybody tell me?!"

* * *

Across Magnolia, the Nebula Knights continued their purge. A cloud of dust that surrounded a group of wizards erupted to flames as Evergreen watched in joy.

"Hmm, hmm," She chuckled at their scorched forms. "you actually thought you had a chance."

* * *

In another section, Nab and Laki, two previous victors, were running as fast as possible from Bixlow's dolls. "Please Bixlow!" Nab shouted. "We're your comrades!"

"Comrades?" Bixlow smirked as he watched while hanging from a flag post. "I don't call weaklings my comrades." He cackled as his dolls unleashed their power unto the two wizards.

* * *

Alzack pushed himself to walk, despite being burdened by the injuries he held and the betrayal he caused. As he rested onto a small house, he saw Freed walking by.

"You…" The gunman growled. Freed eyed the other man. "I learned that you defeated a multiple of opponents in your path. I'm impressed."

"Their blood's on my hands… because of you!" As Freed started to draw his sword, Alzack quickly drew his guns. "Tornado Shot!" The two bullets became cyclones that flew straight towards the Rune Mage, but with a slash of his sword they quickly dissipated.

"But how…" Alzack couldn't continue as he felt the air being sucked out of his body. He gripped his throat as he fell to the ground. "What magic… is this…"

"I simply took advantage of my runes." Freed sheathed his sword while the walls of the Jutsu Shiki displayed a single command: Those that use their magic will lose the ability to breathe. "You should have read the rules before acting," He said as the gunman became unconscious. "But how can one last against me, when I write the rules."

* * *

"Alzack vs Freed. Winner is Freed" Makarov read soberly from the rune barrier. "Only three are left."

"How can't you get out?!" Gajeel shouted.

"I don't know, okay!" Natsu yelled back. "I am definitely not as old as your cat!"

"Since when is my age of such importance?" Lily mumbled under his breath.

"He's an Exceed you dumbass!" Gajeel roared at the Salamander.

"Oh no." Makarov groaned."Don't tell me you three are the only ones left!"

 _Could the rest of Fairy Tail really have fallen, by either their comrades or the Nebula Knights._ He thought in worry. _Then are no wizards left. This might be… the end._

"Fuck!" Gajeel shouted as he banged his fist on the barrier. "They gotta be something we can do!"

"How?" Lily questioned. "The four of us are trapped by the Jutsu Shiki, and both Mira and Erza are now statues waiting to become dust."

"...So those two are the strongest girls, right?" Natsu asked.

Lily sighed. "Yes Natsu, they are."

"...Erza the one that took on the Jupiter Cannon when you were fighting Phantom Lord?" None of them saw Natsu walking towards the stage.

"That's correct."

"...Which of these girls is Erza again?"

"The one in the gothic lolita dress, why are even-" When the Exceed turned around, his eyes threatened to burst from their sockets. "WHAT ARE YOU DOING?!"

Gajeel and Makarov turned around as well, and saw that not only had Natsu pulled Erza downed from the stage, but was above her with his hands on fire.

"I'm reviving her by melting the stone off." Natsu explained slowly. "That way you guys got someone to fight that Jellal guy. Unless she's over eighty too…"

"Are you crazy?!" Makarov shouted.

"That's not gonna work!" Gajeel yelled. "She's not covered in stone, she is stone!"

"Can't hurt unless we try!" He brought his hands closer to Erza, ready to light her up when-

CRACK!

A crack suddenly appeared on her head.

"AHHHHH!" Makarov and Gajeel screamed.

"Uh, that's not bad, right?" Natsu asked in worry.

"Are you crazy!" Gajeel shouted. "You damaged one of the scariest chicks here! Now her ghost is gonna murder us!"

"We need glue! Someone get me glue!"

"No time for that! We have to use your fire and my iron to fix her!"

"Everyone just remain calm!" Lily commanded. But it failed as the cracks started to grow

"I'm trapped here with absolute brats!" Makarov pulled at his remaining hair.

"I'm sorry! I'm sorry! I'm sorry!"

"Please Titania! Don't murder me! Murder the idiot who tried to barbecue you instead!"

The stone then crumbled to dust, revealing a perfectly undamaged Erza sitting on the floor.

Everyone looked in shock as she regained her bearing. "I feel… warm." She then glared intensely at the two Dragon Slayers. "It was you two… were you trying to cook me?!" She then kicked them to the other side of the guildhall.

"You're… back to normal!" Lily exclaimed in shock. "But how?"

"I'm not sure," She replied. "But I believed it may have been my right eye."

"Your right eye?"

"Of course," Makarov said walking towards her. "When you were dropped off here, you were missing your right eye. So Porlyusica had to create an artificial eye. It must have neutralized half the magic!" He faced the swordswoman. "Erza, do you know what happened?"

"Yes, I could hear everything." She scowled. "Can't believe Jellal would go to such lengths…"

"What that's about?" Natsu asked.

"Ah, before Tatto-face became an A-hole, he and Titania were good buddies. Guess they got into a fight and now they hate each other's guts." He glared at Natsu. "And why you're asking me?"

"Well, excuse me for being social!"

 _Much more complicated than that, Gajeel._ Erza didn't say.

A wide grin appeared on the old master's face. "Then we have the chance to strike back!"

"Looks like the number of combatants have increased now." Erza stated, with the scoreboard saying four. "That means Gajeel, Lily, Natsu, and myself."

Suddenly the scoreboard altered again, with a rune meaning five appearing.

"It went up?" Gajeel stated.

"All the girls are still frozen." Natsu said. "So who…"

Lily smirked in understanding. "Don't forget. There's another Fairy Tail wizard out there, and Mystogan tends to be one to make a grand entrance."

* * *

A tall, muscular wizard hidden under a cloak walked through the edge of Magnolia. "So this is your little stunt, Jellal?" Mystogan stated. "I'm not impressed." He continued to move further into the town.

* * *

In Kardia Cathedral, Jellal continued to breathe heavily. A sudden ping grabbed his attention to his own rune stats board. "So, Erza has been revived. I should have remembered about that eye of hers. And Mystogan has apparently came as well, quite unexpected. Now three of Fairy Tail's strongest six are here. This is going to be quite a festival..."

* * *

"Good luck!" Erza heard her master as she ran out of the guildhall and into the streets.

"Hey Erza!" A Magnolia residence called out to her. "Are things going well in the guild?"

Erza stopped running and smiled in response. "Of course, why do you ask?"

"Well, we saw a bunch of your guildmates fighting each other…"

"We're only getting ready for the festival." She lied as continued her search. "Trust me when I say it will be amazing." _Too risky to tell everyone what's really happening._ She thought. _Just have to finish Jellal and his cronies quickly._ She then sensed a burst of energy, and leaped back as a series of energy needles hit where she was.

She heard a haughty laugh, and looked up to see Evergreen standing on a water tank on top of one of the buildings. "Evergreen…"

"Now, how did you manage to depetrify yourself?" The Petrify mage mused. "No matter, it'll make things very interesting, the one that call's herself Titania." She smirked. "After all, _I'm_ the true queen of the Fairies."

She flew upward in a loop as she released a cloud of dust onto Erza. Erza recognized the attack and started a requip as Evergreen denoted the dust. The explosion separated as Erza, in her Fire Empress armor alongside a red staff, used it to launch upward and her staff to easily slash through the water tank.

"How fierce," Evergreen taunted as she flew back from her attacker. "As expected of Erza."

"As soon as I defeat you, I can turn the others to normal." Erza declared.

"Oh really," Evergreen responded as she lowered her glasses. "And how can a statue rescue her friends?" She was startled when Erza continued to fight, unaffected as she kept her left eye shut, enough for the swordswoman to land a kick onto her.

"So you have an artificial eye." Evergreen stated as she crossed her arms. "I'll just use an alternate means. Fairy Machine Gun: Leprechaun!" Spreading her arms out, she sent a storm of energy bullets at Erza.

Erza requiped into her Clear Heart Clothing and summoned a pair of Katanna's, then ran through the storm towards her opponent, using her swords to deflect any incoming bullets.

"Too slow~" Evergreen teased as she nimbly flew away and continued her assault on Erza. Erza growled as she leaped across the rooftops and continued to move past the attacks.

"Impressive that you block my assault." Evergreen said. "But what happens if I were to double them." She then launched another storm, but this time twice as dense. Erza attempted to swipe away at the attack, but she couldn't keep up as her skin started to be pierced by the attack.

"Well then, now the title of Fairy Queen belongs to me!" The petrify mage proclaimed. But Erza refused to give up as she once more requiped, this time into a tribal clothing decorated with wings on the side of her head and bandages bounding her arms. In her hand she held a wide sword ending with a curved at the end. With a single slash she blew away some of the bullets, and generate a wind to spin her body. She requiped off her footware, and summoned the two katanna's onto each of her feet.

Spinning rapidly, she used the three weapons to push away the bullet storm, slowly decreasing the amount in front of her.

"Impossible!" Evergreen shouted. With a final spin, Erza generated a large enough gale to blast at her opponent. Evergreen tried to fly away, but the wind was too strong and she was smashed into the wall. Erza then tossed the two blades on her feet towards the petrify mage, trapping her through her sleeves.

"I don't care if you want to be called 'Titania.'" Erza said as she walked towards her. "Honestly, I don't even know why I was given that name. Despite your actions, I still respect you as a guild mate. If you cease this nonsense and revert the others to normal, then I will let you be…"

Evergreen growled, but then smirked. "But you forget one little trait of my magic… remote control! One thought I can turn them all to dust! If you want to save them, then take off all your clothes and prostrate yourself in public!"

Erza just scowled in response, and easily requiped into her Heaven's Wheel armor. She then summoned an entire fleet of swords in the air. "I have a better offer. Since victory is so important to you, let's weigh it against your life." Evergreen paled greatly at Erza's fierce glare. "By smiting you down, I can gain vengeance for my friends' demise."

The petrify mage screamed, but soon silenced by Erza with a punched in the face. "And that's how you make a bluff."

"Alright," Evergreen mumbled. "I surrender…"

* * *

Back in the guildhall, the four Fairies were startled when the stone on Mira crumbled to dust, leaving the She-Demon back to normal and as confused as the others. And one by one, the other seven girls started to revert to normal.

"Huh?" Mira mumbled.

"What's going on?" Lucy asked.

"Did anyone know what happened?" Levy asked.

"You're back to normal!" Makarov cheered. He turned back to the status board and saw the results of the recent match. _Nice work, Erza. With the hostages free… Jellal can no longer control the game._

* * *

Jellal started to fume as he gripped hardly on a Fairy figurine that laid fallen before a knight figurine. "Keh, can't believe Evergreen lost so easily."

"I suppose you have heard of the recent match?" Freed said, entering the building.

"Yes. I really shouldn't have underestimated Erza. She was too strong for Evergreen, probably might even take down you or Bix-" He stopped and glare at the Rune Mage. "Why are you here when you should be fighting?"

"Given that the hostages were reverted to normal, we cannot force Makarov to resign. I'm afraid the game is over." He stiffed when a blast of cosmic magic whizzed past his head and damage the wall behind him.

"Oh no, Freed," Jellal seethed as the ground crumbled under his magic energy. "Things have just taken a different turn. Unless you think differently, then just leave. No weaklings may infest my Fairy Tail."

* * *

"Battle of Fairy Tail?" Levy asked.

"Can't believe Jellal would come up with something so crazy." Mira grumbled.

"And everyone's been defeated?" Lucy asked.

"I'm afraid so." Makarov replied. "But with all of you returned from stone, he doesn't have any hostages left."

"...So you're really over eighty?" Cana asked the two Dragon Slayers and the Exceed

"Hell no!" Gajeel and Natsu shouted. Lily pinched his forehead. " _That's_ the one thing you are focused on?"

"Given that's what's keeping you three inside, yes it is." Cana took a drink from her flask. "Plus, it explains a lot about you, Lil."

"... ignoring Lily's age for a second..." Lisanna began.

"Really?"

"A lot of people must have been caught by Freed's traps and got hurt pretty bad."

"Jellal's not gonna get away with this!" Bisca nodded. "We can't just tolerate this!"

"Oh, don't worry." Makarov said. "He'll be getting a proper punishment later!"

"So where do we find him?" Merudy asked. "Any place he'd be found of?"

"Jellal's not one for fondness." Mira explained. "But knowing that prick, he'll be placing it somewhere strategic."

Natsu grinned and slammed his hands together. "Finally, some action! He's gonna regret keeping us out!"

Gajeel rolled his eyes but smirked. _You're a nut case, Salamander, but you're something else._

Suddenly the rune barrier outside began to turn blood red. "What's going on?" Mira questioned. They got an answer when runes flew from the barrier and formed into a large skull.

"Congratulations, grandfather." Everyone was startled when a familiar voice came from the skull.

"Jellal..." Mira growled.

"You managed to free my hostages." He continued. "But now with one of my rules removed, I'll have to add a new one to keep the Battle of Fairy Tail active. I pulled out a known artifact from the guild's history: The Thunder Palace."

"The Thunder Palace!" Makarov exclaimed in horror. "Are you out of your mind?!"

"You have one hour, ten minutes. Within that time, you must either defeat me and my men or retire, or else…" The skull laughed as it broke apart.

"What are you thinking Jellal?!" Makarov bellowed. "Are you trying to bring in innocents-" He stopped suddenly as his face cringed in pain, and he quickly grabbed his chest.

"What's wrong?!" Levy asked.

"Oh no." Mira paled. The old master then collapsed to the floor.

"This is bad!" Lisanna explained. "He needs his medicine!" She ran to Master's office to retrieve some medication.

"Master, get a hold of yourself!" Lucy begged as she and Bisca rushed to the old man.

"Of all the times…" Bisca mumbled as she checked his pulse.

"Dammit, old man," Gajeel growled as the old man continued to struggle to breathe. "What's happening…"

"Everyone!" Lisanna called out as she came down from the second floor. "You need to come outside!"

The Fairy Tail wizards reluctantly left their master and rushed out to the second floor balcony. There they saw hundreds of yellow spheres with a lightning logo inside floating in the air in a circumference around Magnolia.

"What are those?" Gajeel growled.

"Thunder Lacrimas..." Lily stared in shock.

"And they're everywhere." Cana stated. "But since when can any of the Nebula Knights use lightning magic?"

"And with that much magic…" Merudy gaped.

"It's enough to finish off the entire town in one strike." Mira finished, gritting her teeth. "So this is the Thunder Palace; Jellal's taking the whole town hostage!"

"He won't get a chance!" Bisca proclaimed as she requiped a sniper rifle. She knelt down and took aim at one of the crystals, then pulled the trigger. "Singer Shot!" The bullet hit its target and caused the lacrima to explode harmlessly.

"Alright!" Lucy cheered.

"Nice one, Bisca." Cana grinned.

"Don't thank me yet." Bisca said as she loaded another bullet. "Still about hundreds to-" She stopped as she felt a strange tingle in her body, and she screamed as she was engulfed with electricity.

"Bisca!" Lisanna shouted as she caught the unconscious girl once the lightning faded. "But how-"

"How'd she got zapped?" Natsu asked.

"He used Living Link magic on the lacrimas," Merudy growled. "He's making sure that any damage we do to them will be reflected back to us."

"In other words, any attempt at destroying them will put our lives at risk." Cana concluded.

"Fuck!" Gajeel shouted. He leaped off the balcony, and onto the roof. Transforming his arm into a sword. "How can that asshole do this!" He shouted as he started the slash at the rune barrier to no avail. "He want's to be master that bad, then just fight the old man himself!"

"We have to go after him then." Mira stated. She turned to her sister. "Lisanna, I need to find any guildmates and make sure they're okay."

"On it." The youngest Strauss nodded and rushed out of the hall.

"Lucy, need you to evacuate the town. Levy, this enchantment's Letter Magic, think you can do something about it."

The Solid Script mage nodded confidently. "Good, we need Gajeel, Lily, and Natsu in the fight as soon as possible. The rest of us will go after Jellal and the others."

"Avoid any Jutsu Shiki traps Freed has placed." Lily advised. "We don't know how many are left."

"We will," Mira nodded, and all of the Fairy Tail women sans Levy ran out of the hall.

"You think that Levy girl can get us out of here?" Natsu asked Lily.

The Exceed nodded. "She posses more than the needed abilities to counter this magic."

"Why, cause she's a grandkid of that Wizard Saint?"

Gajeel stopped his assault on the barrier and scoffed. "Hell no. It's because she's Levy."

* * *

"You activated the Thunder Palace?" Freed gasped.

"Why of course." Jellal stated, smirking. "Such a lovely contraption made by my great-grandfather, Yuri Dreyar. Helped greatly in the Second Guild War…"

"But to take things this far-"

"This far?" Jellal glared at his lieutenant. "This is a war! It's not over till one side or the other is completely eliminated."

"Of- of course." The Rune mage managed to let out.

"With Bixlow hunting the other Fairies, I'll be able to stand against Erza, Mira, and Mystogan. But I want you to find Cana and that Phantom girl. They have no place in my guild, so you must exterminate them..."

"Exterminate?!" Freed shouted. "They may be our enemies, but they are still our guildmates!"

"Did you not hear me!" Jellal snarled as he glared fiercely at the Rune mage. Freed let out a nervous sweet before sighing and recompose himself. "... We've gone this far already, there's no going back." He then walked towards the Cathedral's entrance. If you want me to exterminate them, then I shall." He then remembered what Alzack said to him. "Their blood shall be on my hands because of you."

Jellal nodded and smiled. "Excellent, Freed. Now you can unleash your strength, Freed the Dark."

* * *

Back in the guildhall, Makarov and Bisca were resting in the guild infirmary, while Levy, with her gale glasses on, was on the floor while in the main hall with various rune books surrounding her as she wrote down notes to decipher the code.

"Just need to break down the logue characters' arrangement into basic character material. Then identify the base characters used in the rule construction. I get L, O, S, U. Now if I can convert those into basic guile grammar…"

"I can barely understand what she's saying." Natsu said.

"She got this." Gajeel rebuked. _If anyone can solve this, it's you Shrimp._

"No!" Levy said suddenly. "The L and S are bluffs! That means Key-Code is 'ALS!'"

"...Gotcha." Gajeel leaned back on the rune wall, overwhelmed with Levy's determination.

"Don't worry," Levy smiled as she resumed her analysis. "Once I break the code, I'll get you guys out of here."

"Thank you, Levy." Lily said.

"Mira and Erza are out there, but if they can't take down Jellal, it'll be up to you three."

* * *

Lucy stood on one of the buildings, watching over the many civilians on the ground who were enjoying their day. "With the guild megahorn enchanted shut, I have to warn them personally. Still, with this many people a panic is too risky with everywhere jammed up. Just what can I do…"

"Yeah!" "What can?" "Yeah!" Lucy turned around and saw three familiar Tiki dolls. When their eyes began to glow, she leaped away to avoid their laser fire. "Not these guys!"

"Well hello, Cosplayer." She looked up and saw Bixlow standing on top of a toy store, with all five of his dolls flying by him. "How you been?"

The Celestial wizard growled as she got up. _Really shouldn't have taken that bet with Cana. Then I wouldn't be stuck with those nicknames from Gajeel and Bixlow."_

"Where's Jellal, Bixlow?" She scowled at him.

"Now why would I answer that, little cheerleader?" He replied, teasing that she was still in her cheerleader uniform from the Ms. Fairy Tail contest.

"Cheerleader! Cheerleader!"

"Take her down babies!" The five dolls flew erratically as they blasted at the Celestial wizard .

"You think masters going to forgive you and the rest of the Knights?!" She shouted as she leaped from the attacks.

Bixlow just chuckled. "Like we'll care about him! Once it's over, our boss Jellal will be running the show!"

Lucy growled as she dodged another laser blast, then pulled out a golden key. "Open, Gate of the Archer: Sagittarius!"

"Moshi Moshi!" A man wearing a horse costume and a quiver and wielding a bow appeared.

"Oh, I forgot about those spirits! Hey, is that chick Virgo still a masochist?"

"Don't insult my spirits!" Lucy yelled back. "Sagittarius, take those flying things out!"

"Understood, Lucy-dono!" Sagittarius pulled an arrow from his quiver and pulled it back on his bow, then fired onto the dolls. Each of his arrows managed to strike and shatter the flying dolls.

"No! My poor babies!" Bixlow wailed as his dolls were destroyed. "Why do people keep breaking them?!"

"Alright!" Lucy cheered.

"To those flying fiends, I say Moshi Moshi!" Sagittarius saluted.

"How can people be so-" He suddenly smiled. "Sike!" Suddenly a green laser came from nowhere and pierced through the Sagittarius.

"Sagittarius!" Lucy called out worriedly.

"It looks like… I must take my leave…" The spirit wheezed out as he faded from this world.

"How…" She looked up and saw five dolls of various shapes in the air, each with glowing green eyes.

"You can trash as many dolls at once, but these souls can last against anything!"

"Souls?!"

"That's right~. My magic lets me put them into bodies and play them like puppets." Lucy was so shocked by the revelation that one doll managed to fly past her and steal all of her keys.

"Hey!"

"And with this shop here," Bixlow spread out his arms, demonstrating the toy store he was standing on. "I got all the bodies I need!" The dolls flew rapidly by her, pushing her enough to make her lose balance and fall down.

"Don't worry, little cosplayer," Bixlow smirked. "Things'll be much better once you're one of my babies! Baryon formation!" The five dolls assembled into a pentagon, glowed brightly, firing a massive laser onto the Celestial wizard. Lucy stared in horror, unable to move in time…

But a certain orange-haired individual rushed in to grab her and move her out of the blast.

"What?!" Bixlow screeched.

"Oh Bixlow," Loke said patronizing to the Seith mage. "You think a key's the only way a Celestial Spirit can get to Earth, especially when they can travel on their master's love."

"Thanks, Loke." Lucy said as she got down. "But don't go joking on that stuff."

"Loke, huh." Bixlow said. "Your that spirit that tried to pretend to be human after your old master died. Planning to repeat history?"

"Planning on avoiding that, actually." Loke scowled as he straightened his cuffs. "Lucy's my master now and you tried to hurt me, and I'm still a member of Fairy Tail. So right now, you're my enemy." He turned to Lucy. "You better get to safety, princess."

"Seriously, Loke," Lucy stated determinedly as she pulled out her whip. "What kind of a Celestial mage you think I am?"

The lion spirit smiled. "Someone who fights alongside her spirits as equal partners. You're pretty stubborn with that."

"Aw, how cute." Bixlow cooed sarcastically. "Get them!" The babies started to rain their energy onto them, and both Lucy and Loke leaped to avoid the attack.

"I'll deal with these dolls, you handle Bixlow." Loke advised as his fist started to glow.

"On it!"

"Regulus Impact!" He launched a blast of glowing energy at the dolls, frying their bodies.

"Nice try, but the souls keep going as long as I'm here! New babies!" Five more dolls flew broke through one of the windows of the toy store and charged towards the Celestial duo.

Loke sent another Regulus blast at them. "Now Lucy!" Lucy ran towards Loke as he held his hands towards the ground, then used them to toss his master towards Bixlow.

"Gotcha!" Lucy held out her whip, ready to slash down the Seith mage. But Bixlow leaped back as she brought down her whip.

"Oh, spare me, mighty dominatrix!" He danced as he laughed at her.

"Oh, shut up already!" She yelled at him

"Don't worry too much about it, Lucy!" Loke called out. "Bixlow doesn't have much power compared to you!"

"What was that, you freak?!" Bixlow shouted. Lucy used his distraction to whip at the side of his head.

"Dammit!" He snarled as he stabilized himself from the hit. "There's nothing else too it, then!" He pulled off his helmet, revealing a stick figure tattoo on his face, wild blue hair, and glowing green eyes. "Figure eye!"

"Don't look, Lucy!" Loke shouted as both he and Lucy quickly shut their eyes.

"All the Nebula Knights have an eye magic!" Bixlow cackled. "Well, Jellal doesn't, but three out of four is still good, right?"

"One glance at his eye and you'll become one of his dolls." Loke warned as he managed to leap onto the toy store's roof.

"And with your eyes close, you can't fight back!" The five dolls then started to fly around and blast at Lucy and Loke, both struggling to keep their eyes shut even with all the lasers firing at them. "With both Figure Eye and Human Possession, I'm unstoppable!"

"Lucy, call for Hologorium!" Loke said. "He might be able to push through to the human realm and boost your defense."

"No way, Loke!" Lucy protested. "We're fighting him together!"

Loke smiled. "Alright, I got a plan. A two-sided strike. When I give you the signal, get ready and open your eyes."

"On it!"

"Regulus Zenith!" Loke knelt down and held one arm upward and placed the other perpendicular to it as his entire body glew fiercely.

"Nice try! Babies, go Baryon Formation and finish him!" The five dolls surrounded Loke, but before they could attack, a white flash came from him, blinding him. "My eyes!"

"Now Lucy!" Bixlow heard Loke shout, and the Seith Mage then felt his neck being wrapped by the end of Lucy's whip.

"You think you can stop me?!" He glared at the blond-haired girl as he pulled on the bind. "You'll be my doll soon." But as his sight started to heal, he detected an anomaly in the girl's soul. "Wait a minute!"

"Lucy" smiled at the man. "Piri, piri~"

"But how-"

"Lucy Kick!" He realized too late when a foot collided fiercely with the back of his head, forcing him unconscious

"That's the thing, Bixlow." Loke stated as he got up and smiled at both Lucy's. "Spirits like me and Gemini aren't like your little dolls. Our love for Lucy is our strength."

"Thanks you guys," Lucy smiled weakly at the Lion spirit, then turned to her doppelganger in concern. "You okay, Gemini?"

A burst of smoke surrounded her double as it transformed into two small, blue creatures. "Of course." One said.

"Human possession won't work as well on a Celestial spirit." The other added. "It could, but it'll take longer and won't work as probably. It would have wore off."

"Good to know," She started to stumble as she struggled to sit by a brick column. "I don't feel so well."

"Having two spirits active at the same time was too draining for you," Loke stated. He handed her her keys. "Just know to call us when you need us."

"Yeah, thanks." She smiled as she fell to sleep, while her spirits returned to their world.

* * *

"Man, didn't expect her to win." Gajeel grunted as he saw the results from Lucy and Bixlow's battle.

"You shouldn't underestimate your guildmates, Gajeel." Lily reprimanded.

"Hey, I know that Bunny Girl's pretty strong. I'm just shocked that she can take down the doll freak."

"She's pretty amazing, huh." Natsu said, impressed at the Celestial wizard. "And tough as nails."

"That's Lu-chan for you." Levy smiled as she worked fiercely on her solution. "And I got to do my best as well! Now if I can solve this part here…"

"Huh," Natsu said. "This is like the Tortoise and the Cheerleader." He then noticed that Gajeel and Lily were staring at him in confusion. "What?"

"... and then overwrite the enhancements..."

"First off, it's the Tortoise and the Hare." Gajeel growled at him. "And second, the stupid bunny lost in the story, so that's a terrible metaphor!"

"Yeah, well they had a hundred of rematches later, and the hare managed to win most of them!" Natsu argued.

"...But this is the hardest part…"

"Huh, I didn't know that." Gajeel shrugged.

"That's it!" Levy exclaimed, grabbing the other three's attention, then fiercely wrote down a series of notes.

"I just have to go through these two separate grammars like the tortoise and the hare, going at two separate rates! If I go through the text mapping the character with corresponding frequency onto guile grammar, and then convert that into logue…" Finishing her solution, she proudly held up her notes. "I've done it!"

Gajeel and Natsu stared at her amazed as she walked towards the rune held out her old pen and began writing over it, the runes becoming cyan at each edit. "Just give me a second to overwrite the enchantment. I'll get you guys into the Battle of Fairy Tail!"

"Hell yeah!" Gajeel grinned.

Natsu lit his fist in excitement. "Let's get going."

"We believe in you, Levy." Lily said.

She continued to write, and with a final swipe of her pen, the runes glowed a bright blue before falling apart. "Alright guys, way's clear!"

"Alright!" Gajeel and Natsu cheered.

"Just remember," Lily said to them. "Levy only managed to deal with the enchantment surrounding the guild hall. The rest are scattered around the town."

"So you three need to split up and take a different portion of Magnolia." Levy continued. "If any of you are caught in one of them, then it's over for all of us."

"No problem, Shrimp." Gajeel smirked. "We'll give Tatto-face a beating he deserves." And with that Gajeel, Natsu, and Lily rushed out of the guild hall and into their own directions, each in the hunt for Jellal.

 **Well, that chapters done.**

 **Erza: Interesting, you kept the match up for Lucy and I the same as canon.**

 **Well, that's because of logic. I still have you be the one with the artificial eye, so only could fight Evergreen. And since Levy's the only one who can decipher Freed's runes, that left Lucy to fight Bixlow. Thankfully I managed to altered how the fight went in my own way.**

 **Mira: I suppose that's alright. Would have been awkward latter if I eliminated my future sister-in-law.**

 **Elfman and Evergreen: We're not dating!**

 **Bixlow: Denial~**

 **Lisanna: They really think they're fooling anyone.**

 **Gajeel *Grumbling*: Man, I really wanted Shrimp to take down that doll-freak.**

 **Bixlow: Hey!**

 **Don't worry Gajeel. Levy will be part of an even cooler fight later this arc. Anyway folks, see you next week, and have a happy Holidays. Partake in the spirit by favoriting and leaving reviews!**


	31. Trust, Pain, Mask, Unity

**Hello my adoring fans! Hope you had a great Holidays during the weekend. Consider this your late Christmas present.**

 **Gajeel: Couldn't you just post this earlier?**

 **I wanted to stick with schedule. Anyway, I like to thank SabrinaBeth for her favorite on my story. I also want to thank OneWhoCharms, guest illusionoflove, Fairy of the Fritz, Cinder Fall 39, Docron, yorusorra, and Fin-Fin Jun-Tenshi for their reviews. Glad you all enjoyed the last chapter.**

 **To Fin-fin, I don't want to spoil the next chapter, but Lisanna won't be defeating Freed.**

 **Elfman: How come? I'm sure my little sis is man enough to crush Freed, just like Nee-san in canon.**

 **Well Mira in canon was a powerful wizard before her traumatic magic lock, so at that time she regained enough raw power to defeat Freed. Lisanna, while having not lost her magic, still isn't experience enough to defeat him one-on-one.**

 **Lisanna: He's not wrong.**

 **Glad you understand, Lis. For OWH, yorusorra, and illusionoflove, glad you guys enjoyed the rehashed fights, including Lucy versus Bixlow.**

 **Lucy: Aw, thanks. I still had Loke helping me though.**

 **Still, you delievered a mean Lucy Kick, wink wink. And to OWC, you bet your horses that Gajeel knows Levy can get the job done.**

 **Gajeel *Blushing and turning away*: Hey, I know that Shrimp won't mess up, okay.**

 **Aw, we know that's not the only thing.**

 **Gajeel: Grrgh.**

* * *

 **Trust, Pain, Mask, Unity**

" _So you three need to split up and take a different portion of Magnolia." Levy continued. "If any of you are caught in one of them, then it's over for all of us."_

" _No problem, Shrimp." Gajeel smirked. "We'll give Tatto-face a beating he deserves." And with that Gajeel, Natsu, and Lily rushed out of the guild hall and into their own directions, each in the hunt for Jellal._

* * *

As Elfman's eyes slowly opened, he gain sight of a familiar and caring face.

"Lisanna?" He groaned as she helped him get up.

"Hi, Elf-nii-chan."

"How are you…" He winced at his injuries from the earlier fight.

"Erza defeated Evergreen earlier, so none of us are statues anymore. Right now Mira-nee and the others are trying to find Jellal."

The Beast Take-Over sighed. "If I managed to defeat Evergreen, then you and the others would have been freed earlier."

"You did what you could, and that's what matters." His sister argued. "Right now, I'm trying to find the rest of our guildmates. I found Max, Warren, and Lyon earlier, and they should be on their feet soon. Just hope the others will be okay."

"If anyone can help then, it's you Lisanna. Your smile always keeps our spirits up."

She smiled soberly at him. "Thank you."

"And don't have to do this alone, either. A real man needs to help his sister with anything."

Lisanna laughed. "Glad to hear that, big brother."

* * *

All over Magnolia, the other wizards were searching all over for the Nebula Knights' leader. Gajeel leaped over buildings, trying to find a scent of the target. Mira travelled through the many alleys checking for a sign of his location. Erza, after a minor incident with a male public bath (She's making Evergreen pay for that latter) continued her search for Jellal, though she was a bit worried of the Lacrimas in the air. Lily was flying above city in hopes of spotting their target. And Natsu was currently taking lookout at the city on a tree branch.

"Man, I really want to fight that Metal Face prick once and for all." The Salamander mumbled. "But right now I wanna take down that cocky blue-haired ass." He smirked to his audience, a small paper doll floating in the air. "That's alright with you, Master Ivan?"

"Not a problem, Natsu-chan." A voice from the doll replied. "Right now you have to gain their trust as their 'comrade.'"

"They don't trust me that much." Natsu scoffed.

"Then you have a lot a work to do. Once that time comes, they can receive their 'punishment.'"

Natsu smirked. "Aye sir."

* * *

"How long you think we have till the Thunder Palace is up?" Cana asked Merudy as they walk down a boulevard.

"Bout half an hour." The Maguilty mage answered.

"Jeez, what's with that guy," Cana grumbled. "Jellal talks about this Battle of Fairy Tail and he doesn't even join in."

"Jellal-sama is saving his strength." The two looked up and saw a familiar wizard standing on top of a house. "He cannot afford to waste his power fighting you lot when he needs to use it against the master."

"Freed!" Cana shouted at him as she and Merudy braced for a fight.

 _...I want you to find Cana and that Phantom girl…_ The rune mage remembered his leader's words. _You must exterminate them…_

He broke down his body into runes and floated off. "Hey, get back here, you coward!" Cana shouted as she and her partner gave chase. They went after him all the way to the edge of Magnolia's borders, so involved they didn't notice a strip of runes on the ground glowing when they stepped on it until it was too later.

"Oh crap!" Cana shouted as the Jutsu Shiki boxed her and Merudy.

"Another enchantment," Merudy realized. She then read the statement on its wall. "Leaving the enchantment is forbidden until one wizard is unable to fight. And no magic shall penetrate this barrier until then."

"That's correct." Freed stated as he materialized outside of the enchantment. "And I'll take on the winner myself."

"And with the second word, Cana or I can't even use our magic on him," Merudy mumbled. "Can't even used Sensory Link on that prick."

"That's just playing dirty, Freed!" Cana shouted. "You want to take on just one, then I'll fight you, no enchantments. Unless you're afraid of fighting girls?"

"I'm only reducing the amount I must kill to my best ability." He stated coldly.

"What the hell does that mean?!"

"And you don't mind forcing people to take each other off." Merudy scoffed. "You're just a coward that doesn't have the guts to fight his guildmates."

"As if a Phantom knows anything about true courage." Freed countered. Merudy took a step back while Cana glared at him even harsher. "And what does that even mean?"

"Do you actually believe that she had shed her past. Months ago her aim was our guild's fall. What guarantee you have that she won't betray us."

"Because she's one of us now!"

"Frankly, I prefer that you shall smite her quickly."

"You son of a-"

"There's no other choice." Merudy said as she generated a white Maguilty Sodom in her hand.

Cana's jaw dropped in shock. "Merudy…"

"Freed, you said that you'll fight one of us when the other can't fight anymore, right?" The Maguilty mage questioned.

"That is correct. I am not a man who does not turn on his word."

"Good."

"Merudy, don't!" Cana shouted. "If go at it we're only giving him what he wants!" This didn't deterred Merudy as she rushed towards Cana, who held a glowing card ready for defense…

Only to be surprised when Merudy jumped up and used Cana's shoulders as a springboard towards the rune barrier, then continued to jump against each wall.

"It's no use." Freed said as she continued to get higher against the enchantment. "There is no height to escape the enchantment, only by following its rule can you leave." His eyes and Cana's widened when they saw her true target.

"Well, if one of us has to go down," Merudy said as she got a few feet below one of the lightning Lacrimas. "Then who better than me?!"

"Merudy, if you attack that…" Cana called out in vain as Merudy tossed the white blade at the lacrima, forcing it to shatter.

"Got it," She smiled, but frown when she felt a tingle of electricity, and screamed when it became a full storm around her.

"Merudy!" Cana shouted as she rushed to catch the falling, scorched girl.

"She took down the lacrima," Freed stared aghast as the runes surrounding the girls faded. "So that Cana could escape."

"You crazy little… why would you do that?!" Cana shouted at Merudy in worry.

"I took down the enchantment, you can fight Freed now." Merudy managed to grin despite her strength seeping out. "I did it… so you guys can accept me as a real comrade."

"Of course we accepted you!" Cana cried out. "There wasn't any doubt! You're already our comrade! You're the bravest mage here!"

"Thank you…" She continued to smile as she faded to unconsciousness.

"No… no! Merudy!" Cana screamed to the sky.

 _I don't believe it._ Freed thought as he stared in shock at the scene. _She sacrificed herself so her comrade can survive…_ Cana then stood up and faced him with tear filled eyes, her entire rage ready to tear him apart.

"Freed!"

* * *

"Not that long till the Thunder Palace." Levy said back in the guildhall. "Jellal's really serious about this…"

She smiled. "It'll work out. We have Mira and Erza, and Gajeel and Lily and even Natsu. And Mystogan, even though I haven't seen him before..." She then saw a figure approaching the guild. "Who could be coming here at this time?"

Porlyusica entered the guild hall, a serious gaze covering her. "Where is Makarov?"

"Are you Porlyusica-san?" Levy asked, only having heard of the old healer.

"Just tell me where he is." Porlyusica demanded sternly.

Levy shook a bit and answered nervously. "He's in the infirmary. Right over there." As she lead the healer there, she continued to speak. "There's a bit of a situation going on right now-"

"I'm aware of that. That's why I've come." Once they were in the room Porlyusica walked towards the cot Makarov was in. She gave a strong look at the old man.

"Are you here to heal him, then?" Levy asked hopefully, but deflated when the healer didn't immediately responded.

After a few seconds of gazing, the healer spoke. "Go and fetch Jellal."

"Huh?"

"That boy is acting so shameful, especially with the critical condition his grandfather's in."

"C-critical condition? What do you-" She froze when Porlyusica turned to face her, showing eyes filled with tears and sorrows.

"Just bring him… before it's too late for them to talk."

Levy nodded, and ran through Magnolia as fast as she could to find the master's grandson.

* * *

"Come on Lisanna," Elfman said as he and his sister walked alongside a riverbank. "I can walk by myself."

"That doesn't mean you don't need a bit of assistance." Lisanna replied.

"Well I don't want to slow down with finding-" They stopped when an explosion occurred on a stone bridge crossing the river. Looking up they saw Cana breathing heavily as she faced against Freed.

"I'm impress you are still standing," Freed said. "Your years in the guild have definitely benefited."

"Take back…" She growled. "Take back what you said about Merudy being a phantom this instance!" She pulled out three of her cards. "Heaven. Reversed Death. Mountain. Summoned Lightning!" The cards glowed a bright green as green lightning launched from them towards Freed.

As the bolts approached, Freed's right eye glew a vicious violet. "Dark Écriture: Reflect!" He swung his sword in the air and a set of runes appeared, blocking the lightning and sending it back to Cana, forcing her to screech as they course through her.

Freed walked towards her as she struggled to stand. "Enough, the only outcome left for you is extermination. Dark Écriture: Dea-" He couldn't finish when pain coursed from his back, feeling that knives were pushing through him.

"You okay, Cana?" Lisanna, in her Cat-soul form, asked as she leaped back from Freed.

The Card mage grinned once she got up. "I'm fine, thanks for the assist."

"Striking an opponent from the back," Freed scowled at the takeover. "I expected better from you, Lisanna."

"Someone who would hurt their own guild mates shouldn't talk." She replied defiantly.

"What's the matter, Freed." Cana teased. "Can't fight a pair of girls."

He growled and wrote another set of runes, this time on his self. "Dark Écriture: Speed!" He rushed towards Lisanna at breath-take velocity. "Dark Écriture: Pain!" A series of runes appeared on the girl's waist, and she couldn't ask of them when her body began to fill with agony.

"What are you doing?!" Cana shouted.

"Dealing with interference." He then saw a coming set of rubble from the bridge heading towards him, and leaped out of the way.

"Leave my sister alone, you creep!" Elfman shouted from below.

"Elfman," Freed scowled. "I thought that Evergreen defeated you. Attempting to rejoin the game is forbidden."

"You're calling this a game," Lisanna questioned. "Attacking your own comrades?"

"The only comrade I have is Jellal-sama." He replied, his eye glowing even brighter. "And I will complete his orders."

* * *

"Interesting," Jellal smirked as he read the score board. "Freed vs Cana, Lisanna, and Elfman. That would be interesting. I'm sure that he'll defeat all of them with ease." He turned to another rune projection, this one a countdown. "10 minutes till the Thunder Palace is active, and this town shall feel my anger." He sat down at by the columns in the Cathedral, remembering the genesis of his ambition…

" _So tell me, Jellal, why aren't you participating in the Fantasia?"_

* * *

" _Why would I bother." A younger Jellal growled as he stood in his grandfather's office. "Everyone would only see me as your grandson, as they always had." He scowled. "No matter what I do, it is always 'Well, he's Makarov's grandson,' 'He the grandson of Fairy Tail's master,' and etcetera. Never once I received proper credit."_

" _You're thinking about this too much," Makarov patiently replied. "'Proper credit' is a remarkably difficult thing to accomplish for anyone. It's only gained with achievements-."_

" _Like excommunicating my father!" Jellal shouted. "How can you do that without any regret!"_

" _So that's what this is about." Makarov mumbled under his breath, then sighed. "Because Ivan, your father, was a great danger to the guild."_

" _I admit that he did a lot of stupid things, but he was your son! Your family!" Jellal argued_

" _Family or not, I can't allow anyone who endangers his guildmates to be a member. As Master Mavis and Master Precht did before me, I must protect this guild, even from my own flesh and blood. That's the responsibility of the Master."_

" _Then you will banish me as well?" His grandson challenged. "Do that and I'll just join that guild Father founded."_

" _He founded… a guild?" Makarov exclaimed. "Where is he, Jellal? He has sensitive information about Fairy Tail that'll put all of us at risk!"_

" _You're the one that chased him out," Jellal said as he headed out of the office. "It's your problem now."_

" _Jellal!"_

 _But as he grabbed the door handle, Jellal stopped and turn to glare at Makarov. "Just wait, for I shall surpass you. Not for father, not for you, but so I can write my own fate. And you'll know what it's like to be in my shadow."_

* * *

"So many years," Jellal drawled. "All for this. Just like Freed said, there's no turning back. Now I wait for my stubborn Grandfather's response." He heard approaching footsteps from the Cathedral's front door and smirked. "So you finally arrived, Mystogan."

"Deactivate the Thunder Palace immediately," Mystogan commanded Jellal. "And you can still past this as a mere addition of the Harvest Festival."

"Why would I, given how grand this is," Jellal smiled, walking toward the cloaked wizard. "Fairy Tail's strongest wizards, fighting for the top rank.

"I'm not into that kind of thing," Mystogan scoffed. "But I'm sure Gildart would be the strongest."

"True, but he's not coming anytime soon." Jellal waved offhandedly. "Erza shows promise, as does Mira, but they're too weak."

"It'll be a bad decision to underestimate them, especially Mirajane."

"You should be grateful. I'm considering you as my equal in strength. The stars have set for us to rise to the strongest."

"So that's all you have thoughts on. How pathetic."

Jellal scowled. "Try to think that when I claim the title as the Fairy Tail's strongest, Mystogan. Or should I say… another-" Mystogan's eyes widened in shock as he pulled out a staff and blasted magic at Jellal, who sent his own magic in response, creating a massive explosion that shattered the windows and spread outside of the building.

* * *

"The church?" Gajeel turned to the massive explosion, visible to everyone in Magnolia.

* * *

"Kardia Cathedral?" Mira rushed towards the source.

* * *

"He must be there!" Levy ran even faster.

* * *

"How do you know that?!" Mystogan questioned as he pulled back from the smoke.

"If you defeat, then I'll tell you. You aren't so careful with your little quest…"

"You're going to regret that statement, Jellal. Witness a magic not of this world."

"Show me, then." Mystogan grabbed the rest of the staves on his back and set all five upright in front of him.

Gripping the center staff, he glared deeply at Jellal. "Skyscraper!" The staves glowed brightly as the earth began to shake. Jellal couldn't comprehend in time as the ground beneath him crumbled away, causing him to fall as numerous belts appeared to tie him up.

"What magic… is this…" He looked below him, the red-hot magma flowing steadily until it burst apart, and a five headed serpent burst through the viscous lava.

The monster roared as it opened its mouths to devour the falling mage. Jellal would not die so easily, however, and he screamed as he generated a golden aura around him, making the reality around him shatter like glass and revealing that he was still in the Cathedral

Mystogan had packed four of his staves to his cloak as Jellal laughed. "Is that all you have, Mystogan, a simple illusion?"

"You broke through," Mystogan replied. "Almost impressive, if you were a moment faster. Take a look." He pointed upwards, and Jellal saw five magic circles in a straight line above him, bathing him in a violet light.

"Sleep. Five Layered Magic Circle: Sacred Song!" The circles glowed even brighter, ready to release their power.

"I would your own advice." Jellal smirked, two hands on top of each other, one open and the other with just two fingers up. The cloaked mage looked up and saw seven smaller circles above him, lines connecting them to form a dipper constellation.

Both sets of seals glowed brightly as they launched their magic onto the target, on Jellal a single massive beam that made him an ant under a magnify glass, on Mystogan seven smaller beams but with the same total pain.

When the blast faded Mystogan jumped back and slammed his hand on the ground, seven small magic circles covering it and launching a massive wave of earth towards Jellal. The cosmic mage smirked as he activated his golden aura and flew back.

"He got away?" Mystogan wondered. He didn't see Jellal coming from behind until impact, breaking him apart into mere mist.

"Finally." Jellal said, landing on the ground. But he was surprised when the mist began to condense back into his opponent. "I must admit, you're full of surprises."

"Jellal!" Both turned and saw Mira and Gajeel at the entrance. And those two were also surprised the other was there.

"You're here?" Mira looked at the Dragon Slayer in shock "Look's like Levy got you out."

"You mind telling who the hell's this guy?" Gajeel pointed at the Mystogan, who quickly turned away from them.

"Mystogan?" Mira asked.

"You're wide open!" Jellal as he launched cosmic magic at Mystogan's face, blasting off the latter's mask.

Mystogan quickly grabbed his face, attempting to hide it. But Mira and Gajeel managed to see his features: his blond hair, his hard-toned face, and a familiar lightning bolt-scar…

"Laxus…" Mira let out to Mystogan, who looked like he was caught by the royal knights for a massive crime.

"You!" Gajeel growled. _How's this possible?_ He thought. _I'm sure I killed that bastard!_

"Oh, so you know each other?" Jellal wondered.

"You're alive… but how?" Mira asked the cloaked knight, then shouted. "What the hell's going on?! How are Mystogan and Laxus the same person?!"

"Mirajane," 'Laxus' let out. "You were… the last person I wanted to see this."

"What?"

"I know who Laxus is, and what he is to you. But I'm not him, and he isn't me." He sighed. "Sorry about this," He said as his body turned to mist. "But I leave the rest to you."

"Hey!" Gajeel shouted. "Would someone tell me what the fuck's going on?!" He growled. "Fine! I'll just deal with you, Tattoo-face! Let me take this jackass alone, She-Demon!" He turned to his comrade, but was startled when he saw she had frozen up, shocked at the revelation of Mystogan.

"Snap out of it!" But she didn't respond, leaving her vulnerable for a blast of cosmic magic that sent her tumbling to the ground.

"Are you paying attention now?" Jellal asked patriotically.

"Hey!" Gajeel shouted. "Your fights with me!"

Jellal just smirked. "Oh Gajeel, when did you get here?"

Gajeel's jaw dropped in shock, and Jellal used this time to place a finger on his temple. "Freed…"

* * *

"What is it Jellal-sama?" Freed replied to his leader's telepathic contact.

" _I'm in the midst of a promising challenge, but I don't want anyone interfering. I need to return and make sure to prevent any outside interference."_

"Understood." He broke the connection and looked forward, where he held an unconscious Cana in a tight choke grip,then threw her to towards Elfman and Lisanna, who were also knocked out.

"You are lucky today." He said as he wrote a line of runes on his arm, causing wings consisting of four massive "feathers" each to sprout from his back. "You are spared from losing your life."

 _And I've been spared of taking them._ He didn't say as he flew off.

* * *

Jellal broke the connection to see that Gajeel had regain himself. "You won't be looking down for long!" He then charged straight towards him.

"You should know head-on approaches just fail by now." Jellal said as he launched a burst of magic at Gajeel. Gajeel smirked as he transformed an arm into his Iron Dragon Club, then used it to launch himself upwards. At the new altitude he fully extended the club towards Jellal, who generated his aura to fly back.

"Clever," He scowled. "But not clever enough." As Gajeel landed on the ground, Jellal charged straight towards him. Gajeel activated his iron scales and caught the Cosmic mage by his shoulders, while his foot blades kept him from being pushed back as they cracked the floor.

"You think you can stop me." Jellal growled as he lifted his arms and punched the Dragon Slayer repedietly.

Gajeel caught one of punches before it can reach him. "Fuck yeah, I can." He then slammed his head into Jellal's, almost giving the latter a concussion but forcing him to shut down the golden aura and drop to his feet.

"Damn you!" Jellal growled as he and Gajeel threw punches with their free hand, neither backing down or tiring.

After ten punches, Gajeel pulled back and prepared to drop kick his opponent, but Jellal simply jumped from it, then used his magic to crash into the Slayer.

Jellal laughed as he moved back then kicked Gajeel away. Gajeel prepared to get up, but was prevented when Mira jumped onto him and leaped towards Jellal.

 _Can't focus on the Laxus-Mystogan thing right now._ Mira thought as she transformed into Satan Soul: Kitsune.

 _Indeed Mira-dono,_ Her Satan Soul replied. _They are more important matters than even this match._

"Shut down the Thunder Palace, Jellal!" She demanded as she sent an ignited gauntlet at the Cosmic mage.

Jellal blocked the attack with his forearm. "Not happening Mirajane. Unless grandfather relinquish his position in under two minutes, then I won't release my hostages."

"You ass!" She snarled as she tossed a kick, but he easily caught it.

"And with the Living Link magic, there's nothing you can do without risking your life." He threw her against one of the columns. Mira got up and crossed her arms. "Yokai Cross!" Jellal countered with another blast of cosmic magic, which collided with the x-shaped flame and erupted.

"They are many factors that apply in victory." Jellal stated. "Experience, strength, strategy."

"And heart," Mira scowled. "That's what master taught us."

"Well, let's see which principle shall persevere."

"Hey!" Gajeel shouted, grabbing both of their attention. "Didn't I tell you before?!" He yelled at Mira. " _I'm_ taking this prick down!"

Mira turned to the Dragon Slayer and his determined expression, then smirked. "Guess I'll place my bets on you. Satan Soul: Beelzea!" Transforming to her generic Satan Soul, she flew out of the cathedral.

"You're going after… the Thunder Palace!" Jellal exclaimed. "Destroying one lacrima can risk your life, and there's three hundred of them! Destroy them all at once and you'll die!"

Mira stopped flying to glare at him. "At the least Magnolia will be safe then. Make sure to stop Jellal, Metal Face!"

"Oi, She-Demon," Gajeel shouted. "You better at least come back!"

Mira smirked as she flew off. _Don't worry, I won't be wasting the life that you saved, Gajeel._

"Dammit!" Jellal began to run after her.

"Iron Dragon Roar!" Gajeel released his attack dead center on the Cosmic Mage. When it faded, Jellal threw off his shredded jacket, now standing in just a sweatpants and a black muscle shirt.

"You're not leaving that easy."

"You little punk…

* * *

As Mira flew to the center of Magnolia, she stopped when she saw a familiar face running towards the Cathedral. "Levy?"

Levy stopped running and turned to her friend. "Mira, what's going on?"

"Gajeel's dealing with Jellal." Before the Solid Script mage could ask more Mira continued. "Why are you out here?"

"Master might not have much time left." Levy answered sadly, shocking the She-Demon. "Porlyusica-san sent to get Jellal, before it's…" She didn't finish, but Mira understood what she meant.

"Alright then. Good luck, he's a bit stubborn right nod." Levy nodded, and both girls continued with their mission.

Eventually Levy reached the Cathedral. _There it is._ She thought. But before she could even reach the first step of the building, she crashed into an invisible barrier.

"Another Jutsu Shiki," She grumbled as she moved back and saw the rune barrier appear. "Jellal really doesn't want to talk." She pulled out her pen and placed its tip on the barrier. "Just have to decipher this and-" She then noticed two triangle-shaped series of red runes racing along the enchantment towards her from each side, and she managed to jump out of the way as they reached her and transformed into a long pike.

"So, you are the girl that broke the enchantment at the guildhall." Levy looked up and saw Freed flying above her.

"Freed," She growled. "Let me through so I can talk to Jellal."

"I'm afraid I cannot do that." He responded. "My orders were to prevent outside interference."

"You don't understand, his grandfather-"

"Will have to relinquish his position to avoid further casualties. As for your fate," He pulled out his sword as his eye began to glow. "Those that tamper with my rules face a fate worse than death." He flew down towards her, his sword extended straight out.

Levy turned out of way, leaving the sword to barely graze her back. "Solid Script: Inferno!" Levy then launched a massive fire attack at the airborne wizard. Freed manage to dispel it with a single slash, yet he still felt the intense heat.

"Impressive," Freed said. "As expected of McGarden-sensei's grandchild."

Levy blanched at his statement. "You know who I - wait, sensei?" She scowled. "You were one of my grandfather's students, weren't you?"

The Rune mage nodded. "That is correct. I studied my magic under his tutelage. And it seems I must test that magic against his legacy."

"Don't think I won't go down that easily."

"That's not your choice to make. Dark Écriture: Pain." Levy then felt a glowing sensation as runes became visible on her back, and she then screamed as thousands of units of agony filled her being.

As she fell to one knee, Freed marched towards her. "As skilled as you are, you are yet to be able to vanquish me." He trusted his rapier at her-

Only for the flat of a broadsword to stop her. "Not happening, Freed." Lily growled in his battle form.

Levy managed to stand up and smiled at her comrade. "Thanks."

"It's a good thing I've arrived at time." The Exceed replied as Freed pulled back.

"Two against one? You should know I easily defeated Elfman, Cana, and Lisanna just minutes earlier."

"Then it will be benefitting to defeat you for their sakes." Lily replied.

"Just let us through, Freed." Levy stated. "You know this whole fight is pointless."

"Jellal ordered me to prevent outside interference. I shall complete that mission, no matter what lives it shall cost.

* * *

At the same time Gajeel and Jellal continued their brawl, the Cosmic mage blocked a sword strike sent by the Dragon Slayer. "You must have seen it Gajeel, the weakened state of our guild. Our current master has only brought it to ruin. It can only be strong and true under me!"

"The only one not strong enough is you, jackass!" Gajeel snarled as he pulled back. "The She-Demon's out there trying to bring down your Thunder Palace, and the old man will be kicking what's left of you when I'm done!"

"If he'd actually care, he would have come by now!"

* * *

Mira held her hands towards the sky, the darkness magic growing by the second as she struggled to maintain. _How much you think this is?_

 _About 99 Streams._ Beelzea answered.

 _Dammit!_ She then fell to one knee, but managed to keep her arms upward. She looked up and saw electricity crackling on the lacrimas. _It's not enough, and I'm running out of time and magic. Barely have a minute now._

"If there's anyone left of Fairy Tail, give me your strenght!" She screamed to the sky

" _Can everyone hear me?!"_ A familiar male voice suddenly echoed in her head. " _It's an emergency! Look to the sky!"_

All over Magnolia, the many fallen wizards began to rise at the sound of the voice. "Warren…" Mira recognized.

" _Quit lying around people! Anyone who's still fighting, give it a rest!. Those Lacrimas in the sky are known as the Thunder Palace, and in less than 45 seconds Jellal will use it to burn Magnolia to a cripse. We have to throw everything we got!"_ The Fairy Tail wizards looked at the lacrimas in fear and shock.

Mira began to ask "How did you learn about-"

" _Mira, is that you?"_ Lyon's voice echoed over the communication.

* * *

The ice mage was standing next to Warren on top of a tower with his hand on the latter's shoulder.

" _Mira? She's Depetrified?"_ Everyone's shock began to echo through.

" _So you found Warren, Lyon?_ " Mira asked over the link.

"That's right. We've been searching for anyone else conscious, and guess who we found."

* * *

" _You came to the same conclusion as well, Mira?"_ Erza said over the link. The Titania was on another building, standing next to an awake Lucy while wearing her Heaven Wheel's armor.

" _Erza too?"_ Jet's voice asked. " _Does that mean-"_

" _That's right!"_ Cana called up. Despite a bit bruised, she stood tall next to Lisanna, Merudy, and Elfman. " _All of us are A-OK. Even Merudy after her little stunt."_

" _Bisca's fine too."_ Lisanna voiced over. " _She's recovering at the guild."_

* * *

"Thank Goodness," Alzack said, recovering his strength in an alleyway.

* * *

"Glad all of you are alright." Lily said, he and Levy still fighting Freed.

" _You got out too, Lil?_ " Cana asked.

" _Levy broke the enchantment earlier,"_ Mira explained. " _Gajeel's fighting Jellal now, but I don't know where Natsu is. How are you two, by the way?"_

"Trying to get to Jellal," Levy gritted as she dodged another sword strike from the Rune mage. "Problem is Freed isn't letting us through."

" _You two focus on him then,"_ Warren said. " _But else everyone who's receiving this, you have to attack those floating things in the sky."_

"I believe you have forgotten something of earlier occurrence." Freed broadcast as he dodged another one of Lily's strike.

" _What the-"_ Warren shouted mentally. " _Get off my channel-"_

" _He's right!"_ Max shouted back. " _Don't think I forgotten that you kicked my ass earlier, Rocko!"_

" _Hey, I was only trying to protect the girls."_ Warren panically protested. " _Don't listen to Freed, we have to-"_

" _Alzack are you hearing this!"_ Jet shouted. " _Don't think I've forgiven you either. You shot me and Droy in the back!"_

" _I'm sorry about that."_ Alzack apologized somberly. " _But you heard War-"_

" _Sorry doesn't make it better!"_ Droy argued. And soon everyone that was caught in the first round of the Battle of Fairy Tail were in an uproar as their anger at their opponent consumed them.

" _Would all of you be quiet!"_ Erza shouted over the rabble. " _We can't afford to be divided."_

* * *

" _It's too late now,"_ Freed said. " _The damage is already done."_

Lyon gripped Warren's shoulders tightly and yelled directly in his ear. "Would you people stop arguing and focus!"

" _Practice what you preach!"_ Nearly everyone who was arguing yelled back through the telepath

"We don't have time for this!"

* * *

Mira clenched her fist as the arguing continued to escalate. Eventually she couldn't hold back. "WOULD ALL OF YOU SHUT THE FUCK UP!" This was enough to silence everyone.

" _...I think I've gone deaf in one ear…"_ Warren mumbled.

"Is this how we're going end," She growled. "Our last moments acting like argueing brats. We're Fairy Tail wizards. We work together, eat together, hang together. Sure, we get into fights, what family doesn't. But not to the point of actually hating each other's guts." Everyone suddenly started to feel guilty of their behavior.

"As a guild we take on missions that seem impossible, from a tough search mission to even fight an entire war against Phantom Lord. Yet it takes just one day to rip each other to shreds. I refuse to accept that. By giving in, by being divided, we're giving what Jellal wanted.

"And we have bigger things to worry about. You want to ignore it, then fine. I'll destroy all 300 Lacrimas myself!"

" _No you won't,"_ Erza responded sternly. " _Because I'll lend my blades to you."_

"Erza..."

" _Count me in!"_ Lucy added.

" _Not leaving me out!"_ Merudy said.

" _We're with you, Mira-nee."_ Lisanna said.

"Guy…"

" _What's the matter boys,"_ Cana stated. " _Bout to let a bunch girls show you up."_

" _Like I'll back out."_ Lyon replied, a smirk in his voice.

" _We're man enough for that Living Link stuff!"_ Elfman shouted.

" _We'll settle things latter, Warren." "This ain't over, Alzack." "Better be ready old, man."_

Mira smiled as everyone rallied together. "Okay everyone! We got one shot and less than half a minute! Erza and I will take a 100 each in the north and south, you deal with the rest!"

" _Aye, Sir!"_ Everyone cheered.

" _Hey Levy, Lily,"_ Cana called out. " _Make sure to give Freed a good ass-whooping for us."_

" _No problem!"_

"All together now! Darkness Stream!" Mira held her hands high and a hundred of black shadows burst from palms, scattering to the many lightning Lacrimas.

* * *

"Go!" Erza tossed Lucy towards one of the Lacrimas, which she used her whip to destroy. "Blumenblatt!" The knight then summoned a hundred swords and sent one each to a lacrima.

* * *

"Ice-Make: Eagle!" Lyon sent his ice constructs to shatter another Lacrima.

* * *

Cana and Merudy threw an explosive card and Maguilty Sodom respectively at their own target. Elfman in his beast soul threw a log at one Lacrima, and Lisanna used Animal Soul: Harpy to slash down another.

All over Magnolia, items from sand to bullets to smoke to purple fire to wood to so much more flew threw the sky as they broke apart each piece of the Thunder Palace. The sky glistened as all of the lacrimas shattered to dust.

* * *

"We did it…" Mira let out.

* * *

"Yeah," Both Lyon and Warren smiled at their guild's victory. Suddenly the ice mage felt a strange tingling, and he was soon engulfed with lightning. And with him still holding onto Warren, the telepath was also shocked.

* * *

All over Magnolia, the many wizards were being struck with Lightning. Mira and Erza, having destroyed a large amount of Lacrimas, received the most amount of electricity. Luckily, both S-Class's were resilient enough to barely stay alive.

"You guys okay," Mira asked as she collapsed to the floor and reverted her Satan Soul. She then chuckled. "You guys are just reckless, aren't you?"

" _You're one to talk."_ Lyon joked back.

"True."

" _You know, this might be the guild's best moment together."_ Wakaba voice's echoed over the link.

" _Now if only Jellal wasn't in his rebellious stage."_ Macao joked.

" _Hey, Alzack?"_ Droy asked. " _You okay?"_

" _I'm fine."_

" _Good to hear."_

" _Gajeel, Levy, Lily,"_ Mira sent her final message. " _It's up to you three now…"_

* * *

"Incredible." Freed stated, astonished, "They put aside their difference in order to save Magnolia, at the risk of their own lives."

"That's how Fairy Tail is," Levy said. "You should know that about your comrades."

The rune mage scowled at her and Lily. "The only comrade I have is Jellal-sama. And his enemies, are my enemies."

* * *

Jellal stared in shock at the rune screen as it showed the broken state of the Thunder Palace, and that it was the wizards of Fairy Tail together that caused it.

"Ghi hi," Gajeel smirked. "You were worried about this guild going downhill. Just look what they did together, as one big happy family. How can you be guild master if you can't even see that-" He stopped when the floor beneath Jellal started to break down under the pressure of his magic.

"You want to know how?" Jellal seethed, his eyes revealing a soul-penetrating fury. "The only way you people seem to know: pure force!"

 **Oh my, just how far is Jellal willing to go?**

 **Levy: Hold on, I'm fighting Freed?!**

 **Well, not by yourself. You have Lily helping you.**

 **Levy: But why?**

 **Because your both Letter mages. Just think about canon. Natsu defeated other fire wizards like Totomaru and Zancrow, and all the Dragon Slayers Gajeel to eventually and obviously Acnologia-**

 **Happy: He didn't fight Wendy, Irene, or God Serena.**

 **Well, Wendy's a little kid, Irene's more of Erza's fight, and God Serena's not that important.**

 **Anyway, Lucy defeated the other Celestial wizards Everlue and Angel, Gray defeated ice mages Lyon, Ultear (Yes, Arc of Time is her primary, but she still uses ice magic), and Invel, and Erza fought other sword wielders like Ikaruga and Kagura. So it make sense that Levy should defeat other Letter mages in this story.**

 **Natsu: Hey, what's with me talking with that Ivan guy? Are you saying I'm a traitor?**

 **Don't worry Natsu. That will be explained latter. Those who finished the BoFT arc of the anime will already know.**

 **Anyway, enough with that, hope you'll have a happy New Year, and witness Gajeel vs Jellal next week!**


	32. Heaven sends its Dragon and Angel

**Welcome my good friends, to 2017! Man 2016 was one rough year. Luckily this year is more exciting.**

 **Natsu: Yeah! We're getting another movie!**

 **Lucy: Another film. Man, it's been so long since Phoenix Priestess.**

 **Levy: Don't forget the anime's returning this year as well.**

 **You bet folks. But first some applause. First I like to thank Vixencute101 and Anime Affinity for favoriting Alternate Tail. Second I like to thank gamershacked, Cinder Fall 39, Docron, and OneWhoCharms for their reviews. I want to thank gamershacked for pointing an inconsistency in the last chapter (Which was edited). And to OWC, you'll defiently be enjoying Levy vs Freed.**

 **Levy *nervous*: I'm not sure about this…**

 **Don't worry, you have this in the bag.**

* * *

 **Welp Jellal, this is the final chapter for Battle of Fairy Tail. You mind doing this?**

 **Jellal: Not a problem. DigiXBot does not own Fairy Tail.**

* * *

 **Heaven sends its Dragon and Angel**

" _Ghi hi," Gajeel smirked. "You were worried about this guild going downhill. Just look what they did together, one big happy family. How can you be guild master if you can't even see that-" He stopped when the floor beneath Jellal started to break down under the pressure of his magic._

" _You want to know how?" Jellal seethed. "The only way you people seem to know, pure force!"_

* * *

"Like I let you take Fairy Tail!" Gajeel roared as he charged straight at Jellal, his fist covered in scales. "Just give up already!"

Gajeel made his target, but the Cosmic mage remained unfazed. "You're just to first… to fall by my true power!" His fist became covered in a golden aura. "Sent everything you have, Fairy Tail!" He challenged, sending Gajeel flying to the ceiling with a single punch. "I'll destroy everything in my path!"

Covering his entire body in the aura, he then flew rapidly towards Gajeel, colliding with the Dragon Slayer expediently from every direction, until a final slam sent Gajeel crashing to the floor.

"Damn," Gajeel smirked at the cosmic mage. "You're taking me seriously now…" He winced as he felt the previous strikes at once.

Jellal grinned viciously as he brought his hands together. He muttered a few words under his breath…

"Urg, can't… move…" Gajeel growled as he struggled to get up.

Seven glowing lights appeared above Gajeel, and their light came raining down onto him, a final judgement by Jellal.

"Ha ha ha! Who's the strongest now, Gajeel?!" Jellal laughed as the smoke faded and revealed an empty crater. "I guess you can't answer as mere dust!"

"Yeash, thought this guy was your comrade." He looked up and saw Natsu hanging from the rafters and holding Gajeel under his arm. "Yet you're laughing that you killed him, ya weirdo?"

"Dragneel?" Jellal scowled. "So you came as well. Another victim to vanquish." Natsu jumped off the rafters onto the floor, then dropped Gajeel unceremoniously.

"Salamander," Gajeel grumbled as he got up. "What the hell are you doing here?"

"Saw this massive explosion and came through the back. Luckily before that rune wall came up behind me."

"Rune wall?"

"That would be Freed's work." Jellal stated smugly. "I told him to keep any outside interference from joining. While he failed to keep the Salamander out, a telepathic relay shows that he's doing quite well, keeping your pet and your girlfriend from entering."

"Lily's my partner, not my pet! And the Shrimp ain't my girlfriend!" Gajeel shouted.

"Won't matter anyway once Freed's done with them."

Gajeel growled fiercely and stepped forward. "Keep back, pinkie. This one's mine."

"Hey, I want to take that guy one-on-one too," Natsu argued. "But he's your master's grandkid. Just look at him, he's a complete monster now, so we gotta work together to stop him."

Gajeel was about to argue with him when he took a look at Jellal. The Cosmic mage's eyes were drenched in bloodlust, and his unsettling grin looked ready to dissect them.

"You're right, he's an enemy of the guild. And with Lily and Shrimp fighting _his_ letter mage and everyone else down from the Thunder Palace, we're the only one's left." He smirked at Natsu. "First you burn down the guild and now you want to save it? You're an enigma, aren't ya Salamander?"

Natsu grinned back. "I burn what I wanna burn and save what I wanna save. Besides, didn't you say there ain't enough room for two dragons in the sky?"

"Who can fly with this guy causing a meteor shower? Just know that this is a one-time deal, Kay?"

"No problem. The only one taking you down is me." And with that, the two charged straight at Jellal.

Jellal smirked as the two came, blocking each consecutive strike from each Dragon. Having enough, he sent them flying back with a single glowing punch.

"Salamander!" Gajeel shouted, the two back to back.

"On it!" Natsu released a blast of fire against their momentum, enough to stop their movement. Gajeel then grabbed Natsu and threw him towards Jellal. "Fire Dragon's Sword Horn!" He engulfed his entire body in flames as he moved straight towards his opponent. Jellal simply flew up and began pelting the Salamander with his cosmic magic.

"Iron Dragon's Club!" Jellal turned around too late to see Gajeel above him, letting the Iron Dragon Slayer launch his attack and send him crashing below.

"Fire Dragon's Brilliant Flame!" Natsu gathered enough fire to form a massive sphere of his height between his hands, then threw it straight at Jellal, sending him crashing against the Cathedral's back wall.

Both Dragon Slayers landed in front of him and starting to channel energy to their mouths.

"Iron Dragon's..."

"Fire Dragon's…"

"Roar!" Jellal got up only to swallowed by a current of fire and a storm of iron shrapnels. The collision of all three lead to a massive explosion that spread dust throughout the building.

"Think we got him?" Natsu panted.

"No idea." Gajeel grunted. But as the dust faded away, they were soon shocked by who was still standing.

"That's all you can do?" Jellal's patronizing voice echoed across the cathedral. "Is that the power of a Dragon Slayer?"

* * *

Outside of Kardia Cathedral, Freed tried to maintain a steady breathing, his clothes having rips from the recent fight. _In a one on one fight I can easily defeat either of them. Yet two against one feels like facing Jellal-sama himself. Of course, it's not a swift victory for them._

Indeed, both Levy and Lily were facing the same drain as he. Levy's already wavy hair looked even more frizzled, while Lily looked about ready to shrink.

"I doubt any of us will surrender by this point." Freed said.

"Not happening." Levy replied.

"To be honest, I figure you could be sympathetic on Jellal's path."

If looks could kill, Freed would be dead a hundred times over. "What are you talking about?"

"You kept which legacy you were a part of hidden from the guild, correct? You did so that any achievements you made would not be tied to your connection with your grandfather."

Levy felt her heart drop at how close he was. When Levy left to get stronger, she wanted to make her grandfather proud by accomplishments of her own doing, not those spurred by his reputation.

"McGarden-sensei, while a Wizard Saint, was so reclusive that only the most informed or his former students such as myself could know of his talents. Jellal-sama did not have the same benefit as you. As both a powerful wizard and the master of Fairy Tail, Makarov's name spread across Fiore, and Jellal was burdened with the comparisons between the two of them. He seeks to claim Fairy Tail to surpass his grandfather, so he can finally receive credit for his own actions. Do you understand."

"Don't listen to him Levy," Lily said. "He's only trying to trick."

"You that it is true."

Levy frowned, but then looked at Freed definitely. "I may understand a bit of why Jellal's doing this, but that's no excuse for hurting his guildmates and threatening a town of innocents. I won't let him get away with what he's done."

Freed's expression darkened. "I see, then there is no other way to end this." He then wrote a series of runes of his chest, that glowed brightly as his body became swallowed in shadows."

* * *

"That's not possible!" Natsu shouted.

Jellal simply smirked. The only results of the two's attack were a few minor scuffs and a completely destroyed shirt that displayed his toned form.

"Oh, it's quite simple," He explained, as his canines became as sharp as daggers and scales started to appear on his arms. "Grandfather wanted me to remain silent about this, but now…"

* * *

"...I can show my true power!" Freed had seemed to be synchronised with Jellal's will. "Dark Écriture: Darkness!"

Freed's form became more buff as his skin became a deathly gray and black-blue fur covered his arms and back, while a white marking of eight wings similar to his own covered his bare, hardened chest.

The top of his jacket vanished, and his green hair rose upward as if guided by the two horns bursting from his forehead. The right half of the top of his face was covered in scales, with a single black lens covering his right eye. He let out a bone-shaking roar that unsettled his opponents.

* * *

"He can't be serious!" Gajeel said as Jellal's arms became even more developed.

"Cosmic Dragon's…"

"Is he going to- don't!"

"Roar!" Jellal's mouth spewed a golden beam of energy at them, bringing them down with both its power and its intense heat, even melting the floor beneath them.

The two other slayers struggled to get up, their skin partially scorched from the attack. Natsu, sent crashing into the walls, stared furiously at the revealed Cosmic Dragon Slayer. "What kind of roar was that? It felt hot, but it wasn't fire..."

Jellal smirked. "That roar was pure space radiation. The kind that could sterilize our planet were not for the Earth's magnetic field. I'm quite surprised you two managed to survived.

"To be honest I envy you two. Metal and Fire are so easy to find compared to my element. In order to charge quickly I must consume material that originates from space. Thankfully some bits of space dust and radiations manages to penetrate our atmosphere, though it still takes me hours of feeding to prepare for a fight at maximum strength."

"Urg." Gajeel growled as he managed to stand up and glare with his blood-red eyes. "I don't need to know about your damn magic to defeat you."

Jellal smirked. "Ready for more. Good. I want my victory painted in the blood of the old Fairy Tail!"

* * *

The now-demonic Freed flew towards them, his hands covered with a dark-red aura. Levy and Lily quickly moved away from him.

"Solid Script: Bind!" The Solid Script mage threw the word towards him and it wrapped itself around him. Lily enlarged his sword, then swung it at him.

CLANG!

But they were shocked when not only Freed broke free of his binds, but easily caught the weapon with his hands.

 _Such strength._ Lily thought. _Was Freed holding that much power hidden?!_

Freed roared as he slammed the sword to the ground, sending Lily crashing down as well, even causing the concrete to crack.

"Solid Script: Sandstorm!" Freed turned around only to receive a blast of sand that trapped him in a tomb.

But Levy couldn't remain calm as a dark red blast burst through the storm towards her, sending her flying into a building. Freed flew out of the storm, and despite scratched from the sand he still remained strong. He extended his talons as he moved towards her, ready to slash her down-

But he quickly turned around to block a strike from Lily, already struggling to remain standing. Lily roared as he sent another punch at him, forcing Freed to alternate between block and strikes against the Exceed. Eventually Freed saw an opening and struck at his opponent's stomach, then used both hands to slam him to the ground.

"Darkness Breathe!" The Demonic Letter Mage roared in a deep baritone as he collected dark energy around him into a black tornado, then sent it unto the Exceed.

Levy, weakened from the impact, could only watch as Lily was slammed to the ground and he and his sword were reverted to their smaller state.

* * *

Meanwhile, Gajeel and Jellal were at full fury as they charged towards each other.

"Iron Dragon's Hard Fist!"

"Cosmic Dragon's Neutron Fist!" With Gajeel's hand armored in iron and Jellal's armored in cosmic energy, their collision released a shockwave that shook the Cathedral to the foundation.

Both pull back, Gajeel shutting down the shattered scales from his fist and Jellal shaking off the soreness from his fingers. Jellal took this opportunity to shout "Cosmic Dragon's Meteor!" and covered himself in the golden aura, then flew towards Gajeel

"I am Makarov's grandson!" Jellal screamed as he slammed the Iron Dragon Slayer into the ceiling. "This guild is my birthright!"

"You think being the old man's flesh and blood makes you special?!" Gajeel yelled back as he activated an Iron Dragon's Sword. "Fairy Tail… is for all of us!" He slammed the sword into Jellal's back, causing them to fall to the floor.

Jellal leaped back and growled as Gajeel got up, then ripped off his ripped shirt. "I'm not letting you take it from all of us!" The Iron Dragon roared as he sent an Iron Dragon's Club at his foe.

"Why won't you just die?!" Jellal leaped onto the club and used to race towards Gajeel. But Gajeel smirked and quickly threw the club upward, sending the Cosmic Dragon Slayer flying up. "Iron Dragon's Lance: Demon Logs!" The club then transformed into a single spearhead, and from it spears began flying from it towards Jellal. Jellal activated his Meteor and flew around to slam Gajeel from behind, grinding him through the floor for several feet.

* * *

Freed flew down towards the unconscious Exceed. "You are a valid opponent, Pantherlily. But as soon as your magic run lows…" He lifted Lily up by his head. "You are as weak as a child." Freed then started to grip harder on the Exceed's skull, forcing Lily to scream in agony.

Behind the Rune Mage, Levy managed to get up as she watching in horror of his actions. _I have to do something… but how… no magic can… wait!_

"Any last words?" Freed growled. Lily looked up and simply glared at the demon. "It seem's your form now reflects your current nature."

The rune mage scowled and continued to clamp onto Lily's skull, but suddenly-

"Holy Scrioptúr:" Levy charged straight at him, with blue glowing runes filled in one palm. "Íonaigh!"

Freed's eyes widened at her statement. _Holy Scrioptúr, but that's not possible._ He couldn't react as Levy slammed the rune-covered hand onto his chest. The blue runes began to spread onto his body, and as the purple runes making up Freed's form started to revert to their old form, they reacted violently with the other runes and became a massive explosion that sent all three flying back and covered the surrounding area in dust.

When the dust began to dispel, Lily began to rise, and grabbed his sword to use as a crutch. He saw Freed also beginning to stand, but was shocked at his current state.

Freed's right arm was now human, with the edge of the demon form near it now shifting violet runes. The same situation was present with the left half of his face, and his left wing was now gone.

Freed also took notice of his current state. "But how…" _The spell must have been incomplete. But still, the fact she knew its incantation…_ But his eyes, both demonic and human, almost left their sockets when the dust revealed Levy.

The young girl now had the missing pieces from Freed's transformation on her own body. But this was not benefactory for her as she moaned in agony, as if the new enhancements were poison for her, and it was dissolving her from the inside.

"Levy…" Lily gasped, then turned at Freed with an accusatory look. "What have you done to her?!"

"It was not…" But the Rune Mage couldn't finish as Levy suddenly screamed and fell to her knees, and the transformations broke down into their rune state.

Yet it was not finished as the runes changed into blue characters, then migrated towards her back.

"Holy Scrioptúr:" Levy let out, getting back up, and willing to remove her pain. "Eitilt!" The runes then solidify into two wings, similar in form to Freed's wings sans for their color of a sky-blue hue.

"I don't believe it," Freed gasped. "Holy Scrioptúr."

Levy looked at the rune mage in confusion as she felt a burst of magic swelling in her. "You know about it?"

"It's the polar counter of Dark Écriture, said to be the written work of angels, and believed to be lost ages ago. The magic must have taken root in your body when you used that purify spell, then took and transformed my runes to fully awaken itself."

"I don't believe it." Levy looked in wonder at her new wings. "Those tablets having such magic…"

"This battle has become more fitting," A new set of wings burst from his back, and he began to fly up. "A trial between a demon and an angel. A trial between two of Joseph McGarden's legacies."

Levy scowled as she flew up as well, and magic energy started to dance by her fingers. "No, that's not what it is. It's a fight between two Fairy Tail wizards, a fight that has to end."

* * *

As Jellal pulled away, he winced as he realized one spear managed to penetrate his shoulder. As he pulled it out and held onto the wound to scorch it shut, he saw Gajeel struggling to get up.

"You are just too stubborn, aren't you Black Steel?!" Jellal snarled as he raised both hands to the sky. Dark magic began to collect between them into a black sphere with small stars scattered inside. "Well, let's test that stubbornness! Cosmic Dragon: Supernova!"

Natsu looked up from where it was. _That magic…_ He thought, feeling the immense pressure from the spell. _it's enough to kill him…_

"Make sure to greet your comrades… when I sent them to hell later!" He threw the sphere towards Gajeel. The Iron Dragon tried to move, but his body was so beaten that could barely get up.

A flash of light then blinded him, and when he regained his sight, he was shocked to see that Natsu had leaped between him at the attack, taking the full impact. Since he was still in the air, Natsu was sent crashing into the wall behind Gajeel.

"Salamander?!" Gajeel got up and looked at the fallen slayer, who replied back with a grin despite how damaged he was.

"Do me a favor… and kick this guy's ass!" He became unconscious as his injuries took hold.

"Why you-" Jellal snarled as he walked towards them, but was shocked when Gajeel was covered in a violent green aura, and was startled as the Iron Dragon Slayer roared viciously.

"ENOUGH!"

* * *

"Dark Écriture: Destruction!" Freed charged at Levy with his left talons surrounded with purple runes, but Levy easily flew by and Freed's attack only destroyed a nearby building.

"Solid Script: Lightning!" Levy sent her attack at the Rune Mage, who couldn't dodge and soon felt thousands of volts of electricity coursing through him.

 _This magic… it's boosting my Solid Script… but it drains my reserve faster… have to finish it fast._

"Darkness Breath!" Levy saw the black vortex heading towards her and quickly began to write. "Solid Script: Tornado!" Her own spell spun quickly and intercepted Freed's attack.

As both tornadoes faded. Freed saw that Levy had vanish. _Where is she?_

"Looking for me?" Freed looked up and saw Levy floating in front of the sun. "You can't have Fairy Tail!"

* * *

"It belongs to all of us!" Gajeel roared as he spun with both of his arms as lances. Jellal tried to fly back but he was caught in the rotation.

"You think this can stop me?! Cosmic Dragon's Meteor!" Jellal used this spell to push against one of the lances, effectively countering Gajeel's torque.

Gajeel pulled back his lance and shouted "Iron Dragon's Sword!" Transforming one of his legs into a jagged sword, he swung it at the still-in-motion Jellal, and left a large cut on his shoulder. Gajeel then leaped towards the stunned

"Club! Hard Fist! Lance!" Each attack continued to keep the Cosmic Dragon off guard. As he stood dazed from his wounds, Gajeel leaped back to the arc of the doorway.

"Fairy Tail gave all of us a home, a family! That's why-"

* * *

"I'll fight with my life for it!" Levy screamed. "Solid Script: Shine!" Freed became blind from both the spell and the sunlight Levy flew by.

* * *

"Karma Demon: Iron Spiral!" Gajeel launched towards Jellal feet first, his legs transforming into a massive drill.

* * *

"Holy Scrioptúr: Íonaigh!" Levy charged her right hand with blue runes, then slammed it into Freed's chest. Freed screamed as the holy energy began to burn off his demonic enhancements. "And that's why-"

* * *

"You won't win!" Gajeel collided into Jellal, who screamed as the drill punched at him, ripping off bits of skin and creating fractures in his ribs. He was sent flying back into the chapel, destroying it completely.

Gajeel reversed his transformation and landed on his feet in the center of the church. "It's over… you lost…"

* * *

Freed laid on the ground, now humanized and his clothes shredded, his red jacket torn apart. _This girl… is something else…_

Levy stood above him, a cold look of judgement filling her eyes. She raised her hand to the side and began writing, forming Solid Script: Sword in her hand.

 _And now she's going to kill me…_

Lily got up and saw the two Letter Mages. "Levy, don't!" Levy ignored him as she raised the "sword" above her in two hands. She fell to her knees as she readied to bring it down onto the Rune Mage.

 _This is it…_ Freed closed his eyes, ready for the inevitable.

CLANG!

Only to open them and saw the "Sword" sticking into the ground. "This fight…" Levy let out. "...is pointless…"

"What are you doing?" Freed questioned. "Finish it!"

"Friends shouldn't be fighting. Comrades should be walking together, talking…"

"I keep telling all of you! The only comrade I have is-"

"That's not true." Levy smiled. "I may be new, but I'm sure you know you're not alone." Freed eye's widened at her statement.

* * *

" _Come on Freed," Alzack invited the Letter mage. "Could you help us with Fantasia?"_

" _Hey Freed, you should stop over for a drink." Cana said._

" _Monsieur Freed, if it's not too much…" Reedus asked. "Could you model for a picture."_

" _Hey Freed," Lyon called out. "Want a match? Like to see how strong you are."_

" _You're not too shabby," Mira said to him. "You should ask master about being S-Class."_

" _Ah Freed," Makarov said. "Think you can keep an eye on Jellal for me? I'm a bit worried about him…"_

* * *

The Rune Mage's eyes began to tear up as he covered his face in shame. "I didn't… I didn't want to do this…"

"I know," Levy nodded. "But it's not too late to start over."

Freed let out a breath of relief and lifted a hand toward the Cathedral. A Jutsu Shiki surrounding it became visible before collapsing. "I believe you needed to speak with Jellal-sama." Freed said to the other Letter Mage's confusion.

Levy nodded, then got up and started to run to the Cathedral. But she stopped when a bright golden light burst from the building, a light far too familiar to the young Fairy…

* * *

30 seconds over.

"It's over…" Gajeel said to his fallen opponent. "You lost…"

"NO!" Jellal roared as he managed to get up and pushed away the remain of the chapel. "It's not over… till I say it's over!" The atmosphere thickened as he released every remaining amount of magic inside him, a golden light beginning to surround him.

Natsu felt this immense magic and stirred awake. "This power… it's familiar…"

Gajeel's jaw drop in shock. "The old man's magic… but that means…" His eyes widened when he saw a white orb held between Jellal's hand. "Don't!" He tried to move forward to stop him, but the fatigue from the fight forced him onto one knee.

"Grandfather, Erza, Mira, Mystogan, you and everyone in this town." Jellal stated madly. "I destroy all of you and rebuild a true guild from the ashes!"

"The magic to destroy all he sees as his enemies…" Natsu recognized in terror. "Fairy Law…"

"Don't do this… Jellal…" Gajeel growled as he tried to get up. Jellal roared as he raised the sphere above him…

"Jellal!" All three saw Levy, while a bit battle-wearied, standing by the cathedral's entrance.

"L-Levy…" Gajeel let out. "You're okay…"

 _Even Freed has failed me…_ The Cosmic Dragon seethed internally.

"The master… no, your grandfather… he's running out of time! You have to stop this before he dies!"

"What?" Gajeel gapsed.

"No way." Natsu grunted.

Jellal's eyes widened at the news as the intensity of the sphere between his hands faded. "He's… dying…" He then shut his eyes and the sphere started to glow brighter. "It's already too late! There's no turning back!"

"No…" Levy gasped.

"Damn you…" Gajeel growled.

"I will end Fairy Tail, no matter the cost!" Jellal proclaimed. "FAIRY LAW, ACTIVATE!" He slammed both of hands into the sphere, and an intense light comparable to the sun burst from them. It first swallowed Gajeel, Natsu, and Levy, then the entire church, and soon it was racing through the town, engulfing unaware civilians and horrified wizards alike. Eventually all of Magnolia was covered in a bright white flash.

When the light faded, it's only remnant seemed to be the clouds of dust travelling through the streets. Jellal stood alone, panting heavily from both the spell and his injuries, in the cathedral surrounded by the clouds. "It's over," He let out. "I've won… I've surpassed him..."

But his eyes widened as the clouds dispelled, revealing the other three wizards still breathing.

"Is everyone okay?" Levy coughed through the dust.

"I'm fine." Gajeel growled as he got off of the ground.

"But how…" Jellal gasped. "How are you still alive?! How can anyone survive such magnitude?!"

"They're alive," Jellal looked out and saw Freed leaning on the door frame. "Pantherlily has confirmed that both the townspeople and our guildmates are alive."

"But how… I executed it perfectly-"

"It was your heart, Jellal," Freed interrupted. "You did not just inherit your magical abilities and power from the master, you also inherited his heart, a heart that cares for his comrades. Fairy Law only works on what the caster considers an enemy…"

"His magic penetrated his heart." Levy realized.

"You can't lie to your magic. This is how you truly feel."

Jellal looked to the floor in shock. "I can't believe it… even in my heart..."

"You…" He looked up and saw Gajeel marching towards him. "I told you… it was over." Once they stood a foot apart, Gajeel sent a punch at Jellal's face, reaching in under a second. Jellal was out before he reached the floor.

Once the Cosmic Dragon collapsed, the Iron Dragon fell to his knees, then let out a fearsome roar to the sky, one mixed with bitter victory, and a sense of betrayal.

* * *

Hours later, Magnolia seemingly returned to normal as both civilians and visitors continued to celebrate the harvest festival.

"I heard Fantasia's gonna be postponed until tomorrow." A man said to two of his friends.

"How come?" A second asked.

"Well, those Fairies were making a ruckus yesterday," A third man answered. "And I heard their master's in bad shape…"

"You think that the old man might retire?!"

"Who do you think will take over?" The first man asked.

"Has to be Jellal, right. He is the master's grandkid."

"Jellal, huh," The third man laughed. "I knew him since he was a kid. Him being master definitely makes us old."

Unbeknownst to them, Porlyusica was walking past them and had overheard them. "That hooligan as master," She scoffed. "There's no way the guild will allow it."

* * *

Back in the guildhall, the Fairy Tail wizards were recovering from their injuries while preparing for the Fantasia parade. "You don't have to worry," Erza announced after coming from the infirmary. "Thanks to Porlyusica, master's life is no longer at risk, he'll be just fine." At the news everyone cheered.

"Thank goodness." Levy sighed in relief.

"Like the old man will give up that easily." Lyon smiled.

"Just know that he's feeling his age now." Mira said to all of them. "Any more stress and he won't be as lucky. So easy on the old guy."

"You think it's a good idea to still do the parade in the guild's state?" Elfman asked.

"Master told us to go ahead…" She shrugged.

"You could say we need this more than ever." Lisanna added.

"Man, I'm looking forward to seeing Fantasia." Merudy said.

"What do you mean see?" Cana asked. "You're gonna be in it."

"Huh?! But I just join so recently."

"With so many people injured, we need anyone we can get to perform." Lily explained.

"Does that mean me too?" Levy asked in shock.

"Just look at the state of those two, they can't exactly perform, can they..." Lucy pointed to Gajeel and Natsu, who were sitting on a bench with their injuries in view. Gajeel had his right leg in a cast and his arms and torso wrapped in bandage. His face was also bandaged so much that his mouth was covered. Natsu was similar, but with both legs covered in just bandages, his left arm in a cast, and less wrapping around his face.

"Definitely not." Levy sweatdropped. Gajeel mumbled a reply through his bandages.

"How exactly are you going to do that?" Natsu responded to whatever Gajeel said. Gajeel mumbled another statement. "What does that have to do with anything?!"

"How would he have understood that?" Lyon wondered.

"Look on the bright side," Mira smiled. "All of our troubles are finally over." She looked at her fellow guildmates. Hours ago, they were fighting each other in desperation, and now they behaved as comrades that have never been so close.

"Well, we did have your speech to thank for that." Levy said, and both girls laughed in agreement.

Suddenly the sound of footsteps echoed from the entrance, and everyone became silent when they saw a familiar yet unwelcome face arriving.

"Jellal! You! What are you doing here?! You got some nerve" Everyone shouted in rage as the Cosmic Dragon Slayer continued to walk in.

"Enough!" Erza commanded. She glared at the blue haired mage. But after a few seconds, she sighed. "He's in the infirmary."

"Erza," Mira protested, glaring at the knight. But once eye contact was made the She-Demon understood. "Alright," She turned to Jellal. "No funny business, got it."

Jellal nodded and continued, but suddenly Gajeel appeared in his way.

"What do you want, Gajeel?" Jellal said patiently.

Gajeel mumbled out a long response that left almost everyone confused and only Natsu and Jellal to understand.

"What'd he say?" Levy asked Natsu.

"'I won't settle with that two-on-one shit!'" Natsu translated. "'Next time ya face me, Tattoo-face, ya be needing a medic! And-'" He paused. "That's it."

"That's it?"

"Eh, the last part was meant for just Jellal anyway."

"What did he mean by 'next-time?'" Lucy asked. "You two won-"

"I wouldn't call that winning against that monster." Natsu shuddered. "If he was there in the fight against Phantom Lord, I would be six feet under."

Jellal nodded at Gajeel's "statement" and walked past him. Gajeel attempted to protest, but stop when Jellal raised a hand in goodbye.

 _So it's really over for you…_ Gajeel thought.

* * *

 _As Gajeel threw a final punch at Jellal, he saw the Cosmic Dragon Slayer wasn't moving out of the way. Rather, he gave a small smile, a smile of accepted defeat..._

* * *

"Okay, enough gawking!" Mira called out. "We only have a day to prepare so let's get to work!"

As Jellal entered the infirmary, he heard the eagerness of his guildmates. "Noisy, aren't they?" He said to his grandfather, who was sitting up straight in a medical bed by the window.

"Jellal, do you understand what you did…" Makarov began. "Look me in the eye." The Cosmic Dragon complied, revealing the shame and guilt present in his expression.

"Do you know what a guild is?" Makarov asked, confusing his grandson. "It's where comrades in arm can gather and learn. Where they can find work that needs their special talents. And sometimes it's a place for children who don't have a place to call home. It doesn't belong to one person… it can't belong to you.

"This guild was built upon the trust and honor of each individual wizard, and that enables us to form bonds that can't be replicated anywhere else.

"But you had violated that trust and honor, and place your comrades' lives in danger. That's something I can't forgive."

"I just…" Jellal began, then looked down. "I just wanted to make Fairy Tail stronger."

Makarov sighed as he got off the bed. "You are a real clumsy sort, you know. Just let that tension leave your shoulders, and see the things you've been blind to, and hearing what you have been deaf to. Life is meant to be enjoyed." Makarov let out a grin, causing Jellal to return a smile as well.

"You know… watching you grow up was my reason for living. And wonder what I did wrong, what lead you to this path. Was I not strict enough, or was I too burdening? In the end all I wanted was for you to be happy."

"If only I recognized that." Jellal replied.

Both of them began to tremble, and Makarov clenched his fist to push himself to his task. "Jellal…" He swiped his hand to the side. "You are hereby excommunicated from the guild!"

The Cosmic Dragon was at first startled, but he nodded in understanding.

"I see…" Jellal turned around and walked to the door. "Thank you, grandfather." Makarov turned away, hiding the tears forming in his eyes.

"You should be careful," His grandson advised. "Your life is more fragile than you think."

"J-just go!" Makarov let out. Despite his urges, he didn't turn around once as Jellal left the guildhall.

* * *

"You're being excommunicated?!" Evergreen shouted. "This has to be a joke, right?" She and the rest of the Nebula Knights were meeting with Jellal at Magnolia West Park. Their leader already had a knapsack with him, ready to leave.

"Yeah, all of us made the mess!" Bixlow added.

"Made the mess! Made the mess!"

Freed remained silent, though his disdain for the news was still present.

"It's my grandfather's decision." Jellal explained. "There's nothing to be done."

"Well, if you're leaving, I'm leaving!" Evergreen stated.

"The guild won't be the same without you!" Bixlow yelled.

"That won't be necessary," The Cosmic Dragon replied. "I know you three can still be fine on your own here. You have more bonds left to establish."

"You don't have to take the blame yourself!"

"Take the blame! Take the blame!"

"That's not it, Bixlow."

"We can still talk to master and change his mind." The stone mage suggested.

"Yeah!" The Seith mage agreed. "I'm sure that Gajeel and Lyon will help! They act tough, but-"

Jellal smiled to get them to stop. Freed began to speak up. "Jellal-"

But the Cosmic Mage turned around and went on his way. "Just take care of yourselves."

"Jellal!" Evergreen cried out. "Don' leave just us like that!"

"What about the Nebula Knights!" Bixlow shouted. "How can we-"

He stopped at the sound of a sword slashing through ribbons. Bixlow and Evergreen turned to see that Freed had slashed off some of his long green hair with his sword.

"Jellal expects us to live with our comrades," He states to them. "Don't worry. I know he shall return one day."

* * *

That night, Magnolia was lit up with excitement as the Fantasia parade commenced. Everyone lined the streets as performers and floats rolled down the road. The many Fairy Tail members were demonstrating their magic.

Jellal watched the events hidden in an alleyway. He smiled as he was reminded of the days he would watch the parade with his grandfather.

"Look, they're some of the Ms Fairy Tail contestants!" On one float, Levy, Lucy, Cana, Bisca, Merudy, and Lisanna were dressed in pink performance dresses as they did a celebratory dance. "They look like real Fairies!"

"And there's Elfman and Lyon." Elfman, in his beast form, roared as he fought against an ice-tiger, while Lyon guided the creation while dressed as a Roman statesmen.

"Check out Mirajane!" The white-haired S-Class was in her Kitsune form as she created fire-symbols in the air. "Now that's power!"

"And there's the Titania!" Erza was wearing an Arabic belly-dancer clothing as she danced elegantly with two scimitars in her hands. The Cosmic Dragon slightly blushed at her outfit.

"Woah! Check out Gajeel and Pantherlily!" Despite Gajeel's injuries, the two warriors were engaged in a fierce sword fight on their float.

"Isn't Gajeel a bit injured?"

"Eh, you know how stubborn that guy is." Jellal laughed at the statement.

* * *

"So, aren't you going to join, Natsu?" Makarov asked Natsu while at the end of the parade. The old man was in the peculiar outfit of an orange dress shirt with a purple-pink striped shirt underneath, a pair of green pants, and a pink bowtie, and held a red cat-hat in his hand.

"Nah," The Salamander shrugged. "I don't have a float, so I think I'll just watch this year." Natsu blinked as if he remembered and pulled out a piece of paper from his pocket, then handed it to Makarov. "By the way, here's Ivan's current location."

"Thanks you, Natsu." Makarov said, taking the paper. "So what have you learned?"

"That Jellal got his Dragon magic from a Lacrima your kid put in, though you already know that, and Ivan's planning on pulling the Lacrima out to sell it."

"Even if it kills Jellal..." Makarov growled under his breath in anger, then faced Natsu again. "Thank you, Natsu. You take a lot of risk doing this."

"No problem," Natsu smirked. "He doesn't know I'm a triple agent. I'm as stealthy as a ninja." He wrapped his scarf around his mouth. "Nin, nin!"

Makarov sweatdropped. "Of course. We need to do what it takes to protect Fairy Tail from him. And protect Jellal as well." The old man looked at the crowd. "Look's like I'm up." He put on the cap and jump to the top of a massive float as it began to move. As it moved across the road, he danced eccentrically, waving his hands and shaking his bum with pure enjoyment.

* * *

" _Are you joining Fantasia this year, Grandfather?" A young Jellal asked Makarov._

" _And miss your first performance?" The old man joked. "Nah, I'll be watching you with the audience."_

" _Will I even be able to see you…" Jellal wondered._

" _Don't worry about that."_

" _I know." The blue-haired boy raised his right hand up with his index finger and thumb extended. "Right in the middle of the parade I'll do this. That way, even though I can't see you, I'll always be watching you."_

 _Makarov was touched. "Jellal…"_

" _So don't forget to watch for it!"_

* * *

Jellal smiled at his grandfather's cheerfulness. He began to head out of Magnolia. But he then felt the urge to turn around, and what he saw amazed him.

Makarov held up his hand to show the same gesture Jellal came up years ago. And soon every Fairy Tail member, from Mira to Levy, from Gajeel to Lyon, from Erza to Lily to Cana to Merudy to Lucy. All of them gave their final goodbye to their guildmate. Jellal teared up at their gesture.

"Remember Jellal," Makarov whispered, enough for his dragon senses to pick up. "No matter how far you are, we'll always be watching you."

"Thank you…" Jellal turned around and left with a smile. "And I'll always be watching you…"

* * *

 **One Week Latter**

" _It's been one week since the battle of Fairy Tail."_ Levy wrote in a letter. " _The town returned back to normal, but the guild is still shaken from Jellal's banishment. Gajeel complained about it earlier…"_

* * *

" _How can you kick out Tatto-face!" The Iron Dragon yelled at Makarov. "Wasn't he one of us?!"_

" _Enough, Gajeel." Lily scorned. "Think about how Master felt about this. Do you think that he has done it because he wanted to?" This silenced the Iron Dragon, though brought worry in the other guildmates_

* * *

" _We learn afterwards that Jellal became a dragon slayer when his father, Master's son, implanted a Lacrima inside him. Horrifying to learn that a parent would do that to his own child._

" _Master tried to take responsibility by stepping down as Master. Everyone tried to talk him out of it, but he was so stubborn until Freed (I'm sure you remember him, Grandfather) spoke to him."_

* * *

" _Please Master," Freed, now with his hair at scalp level. "Do not punish Jellal any further. Think how he'll feel after he learns that you have forsaken your role."_

* * *

" _That single comment from Freed (Who took an old-fashioned approach of redemption by shaving his head) was able to stop him from leaving."_

" _Speaking of Freed, he and the rest of the Nebula Knights have been fitting in well with the rest of us. Actually, Freed's been helping me with my magic."_

* * *

" _Excuse me, Levy." Freed walked over to where Levy was sitting next to Gajeel._

" _Yes Freed."_

" _I was wondering if you were interested in increasing your knowledge of Rune Mage."_

 _The Solid Script mage's eyes widened. "Really?!"_

" _Yes, since you're already using Solid Script and are passionate about languages, runes would not be as difficult. I can also help you utilize you_ _Holy_ _Scrioptúr. Since it and_ _Dark Écriture_ _are closely related, I can give you advice in controlling it."_

" _Holy what?" Gajeel asked. "Isn't that the magic from those tablets."_

" _And the one that enable Levy to defeat me. I find it a responsibility as McGarden-Sensei's student to help his grandchild."_

 _Levy smiled at him. "Guess I should start calling you 'Freed-Sensei.'"_

* * *

" _One the downside, the results for the Miss Fairy Tail came and… I got tied at third with Merudy while Erza won. That shouldn't have been a surprise._

" _But what really concerns me is Mira."_ Levy looked up to see her white-haired friend, who was eating her lunch by herself. " _From what Gajeel told me, learning that Mystogan and Laxus could be the same person took a toll on her. I wish she can talk about this out."_ Little did Levy know that Mira would talk, but not in the way she hoped…

* * *

"Lily." Mira walked over to the Exceed, who was drinking a kiwi smoothie in a private corner. "Do you have time to talk?"

"Of course." Lily replied, putting his drink away. "What you would you-"

"What do you know about Mystogan?" The She-Demon questioned bluntly.

His eyes widened in shock, but he remained calm. "I'm sorry. Wouldn't be wiser to ask the Master about that."

"Already did. He says that he doesn't know much about Mystogan."

"And you believe I might have answers?"

"A lot of people think you might have seen who he was."

Lily sighed patiently. "It's not wise to rely on rumors for information. I never took you for listening to them..."

"It's not wise to steal S-Class request either, and I never took you for doing so."

The Exceed raised an eyebrow. "What do you mean?"

Mira began to glare at him. "You've always been a rule-follower Lily. It was your job to keep Gajeel in line. And out of the blue you decide to steal an S-Class for you two and Levy to Galuna Island. And on the same day Mystogan visited…"

"That's a coincidence."

"And don't think I didn't notice how you felt at the Tower of Heaven. You were horrified at who Laxus was, as if you knew him…"

Lily looked away, unable to respond. "What's going on, Lily?" Mira demanded. "I need to know if Mystogan is Laxus. Who are they really?"

Lily sighed. "I can't tell who exactly who Mystogan truly is, no matter if I knew him or not. But I can assure him that he and your childhood friend are two distinct individuals."

"And what exactly are you and Mystogan up to?" When Lily didn't answer, she sighed. "Fine, I asked enough anyway. But if I learn that what you're up to is a treat to Fairy Tail, you'll be the first to answer."

"I understand." Once the Exceed nodded, Mira walked away.

Afterwards Lily sighed. "Maybe one day, I can tell you and the others, Mirajane. But for the greater good, I can't reveal the truth…"

* * *

"Can you feel it." In an unknown location, a white-haired man spoke to his five accomplices.

"Not only can I feel it," One of them said. "I can hear it. The fall of the light…"

 **And that's a wrap! Man, double battles are hard, aren't they.**

 **Levy: So what was with that new magic? It was a bit Deus Ex Machina.**

 **You were studying that magic from those tablets and activated it when fighting Freed. Not so different from Natsu's first Dragon Force. Plus Holy Scrioptúr is only going to get more cooler over time. I'll be sure to add a pronunciation table in my bio soon.**

 **Jellal: ...A Cosmic Dragon Slayer... How is that….**

 **Well, when Ivan place that Dragon Lacrima into you, it fused with your developing Heavenly Body Magic and evolved into Cosmic Dragon Magic. I liked to keep true to the base magic, like how Laxus is still a Lightning mage even though he isn't a Dragon Slayer in this story.**

 **Mira: But what about near the end. I seem a bit paranoid towards Lily.**

 **Well given that how your last encounter with Laxus went, you would be a bit concern about Mystogan. Beside, you were already suspicious of Lily earlier back at Galuna, so you see him as a possible end.**

 **Mira: Well, that will make the Edolas arc rather interesting.**

 **You bet. And base on last scene, you all know what the next arc is, and who's coming…**

 **Wendy *Excited*: You mean…**

 **That's right, Team Gajeel's getting their Loli! Or Shota, I'm not revealing who just yet... Leave reviews and take a guess who it'll be. And also review on how it chapter is. Honesty and criticism help me grow, but flames shall be eaten by Natsu.**


	33. New Alliance Brings Old Ghosts

**Hey folks, welcome to another chapter of Alternate Tail. This is the moment all of you have been waiting for. You get to see who has Wendy been switched with.**

 **Wendy: I can't wait to see him or her!**

 **Gajeel: I'm betting that snake guy.**

 **Levy: Cobra, why him?**

 **Gajeel: Think about it. I was switched with pinkie and got introduced to fight him. The ice pricks were switched and the animal one got introduce to fight the stripper. Rain Woman and the other pinkie were switched, and fought when they first meet. And Lily and Salamander's cat got switch, and their rivals too.**

 **Lily: Please don't project yourself and Natsu onto me and Happy.**

 **Levy: And I don't think that works. Wendy and Cobra didn't fight. And what about me and Lu-chan, or Romeo and Rogue?**

 **Natsu: Obviously Wendy's switching with her friend Sherriah.**

 **Gray: Don't be an idiot. Sherriah would still join her cousin latter.**

 **Natsu: Who you're calling an idiot, pervert?!**

 **Gray: You, ya dumbass flamebrain!**

 **Erza: Both of you stop fighting**

 **Lyon: Obviously she's switching with Sting, since Rogue was switched with Romeo earlier.**

 **Happy: Guys, you're thinking about it all wrong.**

 **Everyone: Huh?**

 **Happy: Obviously whoever's taking Wendy's place will look like Mira and Laxus's kid.**

 **Laxus: What?!**

 **Mira: Eh?!**

 **Lily: How does that make sense.**

 **Happy: Cause Wendy kinda looks like Erza and Jellal's kid.**

 ***Erza and Jellal are blushing now***

 **Well, you guys have a lot of theories. Anyway, you'll find out here.**

* * *

 **Since I can't introduce our newest character just yet, I'll have Wendy and Carla do the disclaimer for now.**

 **Wendy: Thank you, DigiXBot-San. Ano, DigiXBot-san does not own Fairy Tail.**

 **Carla: Hiro Mashima owns Fairy Tail. Although if you ask me that man uses far too many instances of 'fan-service.'"**

 **Yeah, I can't deny that.**

 **Wendy: I can't wait to see who've I been switched with.**

 **Carla: As am I. I wonder which Exceed you selected.**

 **Um, yeah. Let's get to the story now**

* * *

 **New Alliance Brings Old Ghosts**

" _Can you feel it." In an unknown location, a white-haired man spoke to his five accomplices._

" _Not only can I feel it," One of them said. "I can hear it. The fall of the light…"_

* * *

In a restaurant at Hargeon, Levy cheerfully greeted two customers. "Hello and Welcome~" She was wearing an orange strapless dress with the words "8 Island" written on it, combined with a white apron and white stockings, a white headband, and orange detached sleeves. "Have you decided on your order?"

"Blue Sky Bolona and a Holy Soda for me."

"I'll have the Beastman Curry."

"Those are some pleasant choices~ Would you like a dessert as well?" Levy asked.

"Hmm… we'll both have the Ruby Parfait."

"Thank you very much~" Levy headed to the kitchen counter and placed the order there, then sighed. "You know, when I imagined working at Fairy Tail, I didn't plan on waiting…"

"The chefs at this restaurant use magic in preparing food," Lily explained. He was wearing a white vest and pants combo while carrying a serving of food to a customer. "So the head chef reasoned that 8 Island should also have wizards as servers."

"Plus a waiter's uniform isn't bad every now and then." Lyon said as he came out of the kitchen with another order

"Then try to at least wear them." Levy deadpanned to the half-naked Ice Mage.

"And whose rent are we paying for again?" Lyon rose an eyebrow at the Letter Mage, who rubbed the back of her head in embarrassment. "Right…"

"At least you guys get to move around." Gajeel grunted from the kitchen. He was wearing a white chef uniform and a white cap, and his arm was molded into a spatula as he flipped an omelette.

"Now Gajeel, there's nothing wrong with cooking." Lily replied. "Besides, you've always have been skilled in the culinary arts."

"Not gonna deny it."

"Mira's having fun with it." He pointed at the Take Over mage, who was wearing the same uniform as Levy and walking towards three other customers at a table. She leaned onto their table, giving them a sultry look as she gave them a good view of her cleavage.

"Now boys, I'm sure there's something that can satisfy your appetite. Now please tell me~" The three men stuttered as they try to give an answer. "We'll take one of everything!"

"Some people really get into it." Lyon stated. "Can you imagine Mira working as a waitress in Fairy Tail?" He thought about it for a second, then shrugged. "Nah, that's impossible."

Levy looked down at her small chest in embarrassment, then sighed. "I'll try to give my best as well." She said depressedly.

* * *

"Good work there, everyone." Yajima said to them hours later as the five cleaned up the restaurant. He was wearing an orange shirt and a white chef's cap. "You five are very determined workers." He smiled at Gajeel. "And I must admit Gajeel-kun, you definitely are skilled in both battle and the culinary art."

"Eh, no biggie." Gajeel grunted while chewing on a substance and picking up the remaining plates

"That better not be the silverware." Levy said to him sternly as she completed the same task.

"The experience was definitely educational." Lily said to the former Councilor.

"Think I know how my little sis feels after the work." Mira sighed as she placed the chairs on the tables. "So Yajima-san, how are things on the council. With your seat and running the restaurant at the same time…"

"Don't have to worry about that." Yajima chuckled. "I'm not in the council anymore."

"Wait." Lyon stopped walking while carrying a garbage bag over his shoulder. "Council?!"

"Yajima-san used to be a member of the Magic Council." Lily explained to both the Ice Mage and the Dragon Slayer, who were shocked at the old man's statement. "You did not knew that?"

"Used to be is correct." Yajima sighed. "When Stormorse, or was it Stormux…"

"It was Laxus." Mira corrected.

"Ah, yes. When Laxus and Ultear betrayed us, it was viewed as a failure of the entire council. I believe they're setting up the groundworks for a new council. And after the trouble we caused for you kids, I should apologize for the Etherion…"

"That's alright. We heard you were strongly protesting against firing right until the very end. There's nothing to be ashamed about."

"I suppose you're right." Yajima smiled as he held out a pan filled with diced vegetables and flipped it while they cooked. "Besides, politics have never been my cup of tea. Cooking was my real passion."

As Mira and Levy smiled at his statement, he turned to Gajeel and Lyon. "By the way. Gajeel-kun, Lyon-kun." He said sternly. "From what I've heard there's going to be a lot of changes in the new Council, and since I'm not there, there's no one to speak on your behalf when Fairy Tail get's into trouble. So I expect both of you to keep in line and don't anger them with your recklessness…"

"Aye!" Both males nodded frantically.

"We better be going then. Bye Yajima-san" Levy said. Yajima waved as the five Fairies went on their way. "Give my regard to Maky." After they left from his view, he then frowned in thought. "Hmm, I wonder what ever happened to Ultear…"

* * *

High in the skies of Ishgar, a massive ship flew through the clouds as its trusters blasted kilojoules of magic.

Inside the bridge, a fearsome man hidden in shadows sat in a large throne as his subordinates, including a certain violet-haired woman wielding a crystal orb, stood before him.

"So the Oracion Seis are making their move?" Ultear said with curiosity. "I see… Master Hades, how shall Grimoire Heart respond."

The man on the throne remain quiet until he replied in a powerful tone. "Leave them be."

"Master, if they act, then the lawful folks shall be forced to act." A Grimoire soldier said.

"We can use that attention to focus on the finding the other keys…" Another advised.

"True." Hades said. "And if fortune truly sides with us, then they could eliminate a few adversaries in our path."

"Including Fairy Tail?" Ultear smirked, to which her master grinned.

* * *

"You gotta admit, these lax days ain't that bad." Gajeel said as he and his teammates approached their guild.

"For once you're talking sense." Lyon grinned. "I had the time to finally get my priorities together."

"Like maybe a certain pink-haired girl…" Mira teased.

Lyon scowled and turn away. "None of your business." He grumbled

"I've been enjoying this little vacation too," Levy smiled. "Under Freed I've been working on my Holy Scrioptúr magic. I've even created a few rune spells…"

"Can't wait to see them in action." Mira grinned.

"So what about you, Mira?"

"I've been working with Master and Warren on a new Satan Soul I acquired."

"I can understand Master, but why would Warren be needed?" Lily asked.

"Let's just say this demon got's some, special talents."

"What about you Lily?" Levy asked the Exceed

"Gajeel and I have been training, of course." Lily replied. "I feel it's best to be ready."

"What are you talking about?" Gajeel asked.

"I just feel this is the calm before the storm." As they entered Fairy Tail, they saw their guildmates surrounding a large light-drawing in the air. It was composed of three central ovals, all within a large circle and each having a title and several smaller ovals branching from them.

"What is that?" Mira asked.

"We've made an organization chart of all the dark guilds in Ishgar." Lisanna explained.

"It's troubling how many they are." Erza frowned

"I actually drew that." Reedus said meekly.

"So why we needed one?" Levy asked.

"It make sense," Mira replied. "With all the activity from them recently, we have to work on our interguild relations."

"What's with the big circle?" Gajeel asked, pointing to the one engulfing three ovals.

"That's the most powerful force in the dark guild network." Lily explained. "The Balam Alliance, a massive force comprising of the dark guilds Oracion Seis, Grimoire Heart, and Tartaros. Each of them has a number of lesser guilds under its control. Therefore, those three guilds control the entire underworld, sans the lone guild Raven Tail."

"Hang on," Levy recognized one of the guilds tied to Oracion Seis. "Eisenwald. That's the guild we faced months ago, the one that was going to use Lullaby. You don't think the others will go after us…"

"Nah, the Balam Alliance is more of a 'keep out of our way' than a 'scratch my back and I'll scratch yours.'" Mira stated.

"Dark Ghouls under Oracion Seis too." Elfman said. "I heard the Nebula Knights beat up that one."

"They are a couple under the Seis that the Elemental Five took down as well." Merudy stated.

Lyon whistled. "The five of you managed to take down that many?"

"Hmm," Cana hummed. "Demon Card." She looked at one of the guilds under "Grimoire Heart." Gajeel, Lily, Lisanna, and Lucy's eyes widened in recognition.

"Those guys?" Lucy asked. "Look like they're still active."

"Demon Card, that's the guild you fought when you met Lily." Levy stated to Gajeel.

"Yeah, I remember those guys." Gajeel grunted. "That mayor assistant guy was a real creep."

"You fought an entire guild?" Merudy eyes widened in shock.

"It was more of a small group sent by the guild for the task." Lisanna replied.

"Huh, Demon Card." Macao said. "That guild was a big deal before the Balam Alliance formed."

"I heard of them," Wakaba scoffed. "Were the top dogs until their master, King, and his son Lucia kicked the bucket. Now they're a minor guild under the Balam Alliance."

"Well, at least we don't have to worry about the Oracion Seis." Jet said. "That group only has six members."

"Talk about small potatoes." Droy tilted his head.

"Don't forget that those six control a third of the underworld." Mira stated coldly.

"And speaking of the Oracion Seis," Makarov voice echoed through the hall as he entered. "We are going to destroy them, once and for all."

Everyone turned to him in shock, unable to speak due to his proclamation.

"Welcome back, master." Lisanna broke the silence. "Conference went well?"

"You took that calmly." Levy sweatdropped at the white-haired girl.

"What exactly are you talking about, master?" Mira asked.

"At the regular Guild meeting a few days ago, we discussed about the Oracion Seis. With the recent activities of it and its subdivisions, we believe the guild is conspiring. We decided to no longer ignore their actions, and therefore a guild must be sent to stop them."

"I'm guessing we drew the short straw, huh." Gajeel grunted.

"I never said that Fairy Tail will take them alone. The Oracion Seis is too powerful, and their guild plus their subordinates will take aim at us for such actions. No, to stop this powerhouse, we must form an alliance of our own."

No one else could believe it. Yes, occasionally they would run into other guilds and work with them on the same mission, but an official alliance of the legal guilds was unheard of since the Second Trade Wars.

"Four guilds!" Makarov held up four fingers. "Fairy Tail. Blue Pegasus. Lamia Scale. Cait Shelter. Each guild shall send a select number of its members, and all of them shall work together against the enemy."

"The hell!" Gajeel shouted.

"We can deal with the Seis ourselves!" Lyon protested.

"The consequences of such an alliance may spread past this one mission." Lily warned.

"An alliance of four guilds against one." Levy shuddered. "How powerful can six people be?"

* * *

At the same time, six individuals stood atop a cliff overlooking a massive forest.

"I hear it," A maroon-haired man with a massive purple snake resting on his shoulder said. "The sweet sound of the light crumbling towards oblivion."

"Don't get ahead of yourself, Cobra." Another man with a mohawk said. "Although speed ain't a bad thing."

"The magic we're looking for is here, Racer."

A tall man with polygon edges spoke. "The ancient magic that shall destroy the light and replace it with darkness, oh yeah!"

"Hmm," A woman hummed. "Nirvana…" Next to her a fourth man was fast asleep on a floating carpet.

"The legendary magic…" A tall man wielding a staff stated. "It shall fall into our hands."

"Sure we should be getting our hopes up?" The mohawk man asked. "Is the Nirvana really all that? Sounds too good to be true."

"Observe," The man pointed his staff, which ended with a skull with a headdress and a crystal orb in its mouth, out to the forest. The forest had portions where the trees were pitch black, and black spores were bursting to the air from them.

"The land itself is half dead, simply from Nirvana in its presence."

* * *

"How come I was chosen?" Levy mumbled. She, Gajeel, Lyon, Mira, and Lily were sitting (Or in Gajeel's case, lying down while moaning in pain) in a moving carriage. Levy, Lily, and Gajeel were on one side while Lyon and Mira were on the other.

"I'm not fond of this either, but you don't hear me complaining." Lyon countered.

"Master believes that the five of us can accomplish this task," Lily explained. "So we must live to his expectations."

"Why didn't he send Erza, or Natsu or Merudy?" Levy asked. "Either of them are more qualified for this than me."

"All of them had their own missions to go to."

"Come on, kid," Mira said. "You're strong as well. You took down Everlue, Ore, Vidaldus, Freed…"

"Most of them I had help with."

"And you have both Solid Script and that angel magic." At this Mira subconsciously squirmed away. "You've been becoming stronger since you joined Fairy Tail. Plus, you're a member of our team, there's no way we can make it without you."

"I guess so."

"... are we there yet…" Gajeel moaned.

"Not to sound cocky, but I'm sure we can take on any of the Oracion Seis." Mira smirked.

"Well, I just hope we can get along with the other guilds." Levy said.

"Speaking of which," Lily stated, looking out of the carriage's window. "We've arrived." The carriage stopped in front of a large, pink marble building decorated with hearts, and had a massive heart-shaped stained glass on the front.

"Interesting place for a meeting," Levy said as the five entered. "Right Mi- Mira?" The Letter Mage noticed that the Take-Over mage was keeping distance from her. Mira also noticed her own action and rubbed her head in embarrassment.

"Sorry about that, Levy." She apologized. "It's just that your new magic is a Holy magic, and my magic involves Demons…"

"Say no more." Levy said, understanding quickly.

"Are we there yet?" Gajeel grumbled, still dizzy from his motion sickness.

"We've already arrived." Lily replied. "This is a second mansion that belongs to Master Bob of Blue Pegasus."

Lyon shuddered. "Oh right… that guy…"

Suddenly the entrance hall went black, and a spotlight appeared at the base of a massive stairway, where three males in extinguish suits stood.

"Ladies and Gentlemen of Fairy Tail," A tall, neatly dressed blond-haired man said. "It's a pleasure to finally meet you."

To his left, a tanned man with ruffled black hair said. "We are the delegation from Blue Pegasus."

On the right, a light-haired boy spoke. "... and we are the Trimen, the guild's elites."

"Hundred Night Hibiki." The man in the centered introduced.

"Holy Night Eve." The young boy said.

"Empty Night Ren." The dark-toned man said.

"S-so sophisticated." Levy exclaimed.

"Yeah. They weren't named 'Most Eligible Bachelor' for nothing" Mira nodded. She then turned to the males of their group and sweatdropped. "Unlike our guys..."

"I'm completely underdressed!" Lon shouted in his half-dressed state as he looked around in panic. "Where are my clothes?!"

"Urgh." Gajeel continued to moan as he slided down on a column.

"A pleasure to meet you, Miss Mirajane." Eve said as he and the other Trimen surrounded the She-Demon

"You're as beautiful as the rumors say." Hibiki complimented.

"Please step this way." Ren said to her. "And you as well." He added to Levy. "Though I think you are just too cute." The Trimen guided the girls towards a pink sofa with a coffee table in front of it. Mira was set next to Eve and Ren while Hibiki sat next to Levy.

"The hell are with these guys?" Lyon glared at the Pegasuses as put on his clothes.

"They're not good at reading body languages." Lily said, noticing how uncomfortable Levy and Mira were

"It's an honor to meet you, Levy." Hibiki smiled at the Solid-Script mage. "Your grandfather was an idol to scholars such as myself. My archive magic told me that he pioneered every form of Letter Magic known to man."

"Thank you." Levy deadpanned. "I'm glad to hear that."

"And I heard you posses Holy Scrioptúr. Such a unique power."

"I'm really happy to work with you." Eve beamed at Mira.

"Thanks," Mira forced a smile back. "Looking forward to working with you too."

"Oh my." The air around the boy began to glisten. "Could I please call you Nee-san?"

Mira sweatdropped. "That's okay. I have more than enough little brothers." She then saw Ren sliding a drink towards her without making face contact.

"It's not like I made for you, alright." He claimed.

Mira sweatdropped. _Great. A shota and a tsundere. Someone get me out of this…_

"I'm sure you lovely ladies must be tired from your journey." Hibiki stated. "Let us spend the night of rest…" The trimen stood up and held out a hand to the girls before saying at once. "Forever…" Both girls remained silent

"That's enough, men." A deep, honey-filled voice carried throughout the hall. "These maidens need some breathing room."

"Who is…" Levy began to ask.

"Yes, Ichiya-sama." Ren said.

"Ichiya?" Mira got up, slightly trembling.

"It has been a while, Miss Strauss." The voice replied as its source came towards the stairs at the second floor.

"I-I didn't expect you to be joining." Mira said, seemingly disturbed.

"Do not worry, my honey," Ichiya, a short man with spiky orange hair and a white suit stated. "For your darling Ichiya is here." Ichiya leaped onto the railings and slide down it and gratefully stopped at the end on one foot

"Honey?!" Levy exclaimed as the other Fairies( sans Gajeel, who was still sick) looked at the She-Demon in shock, who was too silent to reply.

"We're sorry." The Trimen said while bowing. "We did not know you were Ichiya's lover."

"I am not!" Mira viciously protested.

Ichiya leaped off the rails, then turned to his guildmates. "Clear those away, you idiots! We are not here to mess around!"

"Yes, boss!" The Trimen quickly put away the table and the sofa.

"Weren't they just calling him 'sama' earlier?" Levy pondered. "Those guys don't have much consistency."

"I have much about you, Mirajane-san." Ichiya stated, facing the She-Demon. "And you as well, Levy-san." He turned to the Solid Script mage. Then he turned to the other Fairies. "You three, not so much." Which irked both Lyon and Gajeel, who managed to regain his senses.

Ichiya turned back to Levy and his nose started to twitch eagerly. "Sniff, sniff! Hmm, such wondrous parfum!"

"'Scent?'" Levy recognized the last word, then clenched her body in fear. "I'm really creeped out now."

"You get use to it. Not someone you want to touch with a five foot pool," Mira sighed. "But he's still a powerful wizard, which is why he probably sent."

"Hey! Listen up playboy wannabees" Lyon called out to the four Pegasuses. "Do us a favor and keep your hands off our girls!"

The Blue Pegasus wizards glared at him before Ichiya swept his hands towards the door. "Oh, you men can head home now."

"It's been a pleasure." The Trimen bowed. "Thanks for dropping by."

"Excuse me?! We came for some serious business!"

"What's your guild thinking sending a bunch of perverts." Gajeel growled as he stomped towards them. "Can you pansies actually fight?"

"You sure you want to try?" Ren asked as wind began to gather around him.

"We are powerful wizards, you know." Eve added as small snow store gathered around him.

Gajeel's fists became covered in iron while Lyon's hands were surrounded by icy mists. "Bring it," Lyon gritted. "We can take all three of you on."

"Ghi hi," Gajeel smirked as he cracked his still-iron knuckles. "Time to teach you womanizing punks a lesson!"

Lily flew and landed between the two grounds, then transformed to his Battle Form and held out both hands. "Enough." He commanded sternly. "We are not here to fight. We were sent here to work together."

"Lily's right." Mira said. "The last thing we need is to fight while the Oracion Seis-"

"Hmm," Mira froze as Ichiya appeared behind and started to sniff her white hair. "Mirajane, your parfum is as lovely as always…"

"Keep away you troll!" Mira sent a fierce right hook at him, sending Ichiya flying towards the door.

"Meeeeeeeeen!" He screamed, grabbing his subordinates attention. He flew towards the door before a hand caught him.

"Nice greeting," A familiar voice said as ice covered the Blue Pegasus's ace's head. "Guess your the delegation from Fairy Tail."

"Wait a minute," Lyon's eyes widened in recognition. "Gray?!"

The Static Ice mage also became shocked. "Lyon?!"

"You're the guy from Galuna Island!" Gajeel shouted.

Gray remained silent as he threw Ichiya back towards the other wizards, forcing Levy and Lyon to move away from the still frozen Ichiya.

"What's the big idea?!" Lyon yelled at his fellow apprentice.

"Just returning the favor." Gray stated calmly.

"What do you think you're doing, acting to our teacher like that?!" Ren shouted.

"How cruel!" Eve stated.

"Why don't all of you men just leave!" Hibiki yelled.

"Oh," A familiar female voice said. "Not all of us are men. Carpet Doll!" Suddenly the carpet shook as it began to rise like a serpent while a fearsome face appeared on it.

"Solid Script: Shred!" Levy leaped away from the carpet and quickly wrote her spell before sending it at the carpet, which broke apart into threads once contact was made. "Wait a minute… this magic…"

"Don't bother remembering." The voice replied as a familiar pink-haired woman appeared. "For the past me is gone after joining Lamia Scale, now that I am reborn in the name of love~"

"Sherry." Levy growled.

"Hmm, free-hand letter magic." Sherry pursed her lips. "I heard that's supposed to be an improvement for Letter mages. Though not by much..."

"You again." Lily growled.

"Ah, still upset of my control onto you, feline." Sherry said to the Exceed.

"You tried to use me to kill Levy."

"I am willing to put that behind," She turned to Levy. "Though I must admit, I have no love for you."

"Feeling's mutual." Levy countered.

"So you joined Lamia Scale, huh." Lyon growled at Gray.

"I heard you're still using two-hand magic." Gray stated. "Though I thought you would have reverted to that lousy one-hand style."

"Want a demonstration then?!"

"How rowdy." Hibiki scowled.

"Many I should be demonstrating who's top!" Gajeel smirked as he pounded his fists together.

"I must have more parfum~" Ichiya, now unfrozen, began to leap towards Mira.

"Would you stay away already!" Mira shouted as she transformed her arm to demon form, ready to slash him down.

"Enough!" A stern voice and the sound of a staff hitting the ground kept any fights from erupting as a tall and muscular man entered the building. He was bald and toned-skin, and wore a long black loincloth, a blue-and-white striped mantle over his neck. His face was toned and free of any hair, with only two small ovals above his eyes. He held a long wooden staff, and nearly every other wizard could feel the massive amount of magic.

"We are here to gather an alliance…" He said as he closed the door behind him. "and destroy the Oracion Seis. This is no time to quarrel amongst ourselves."

"Sorry about that, Jura-san." Gray apologized.

"That's Jura?" Mira recognized the name.

"So it's really him…" Ren began.

"The ace of Lamia Scale…" Hibiki continued.

"Iron Rock Jura." Eve finished.

Jura?" Gajeel raised an eyebrow.

"He's one of the Ten Wizards Saints." Lily stated as he reverted to his smaller form. "Just like Master, as well as Levy's grandfather, Jose, and Laxus."

"Hmm. Five Fairies, Four Pegasuses, and Three Lamias." Sherry smiled. "You can see to whom strength is favored."

"The five of us work together as a team, which gives us an edge." Levy countered.

"Three guilds are now present." Jura stated. "All that's left are the representatives from Cait Shelter."

"You mean 'representative.'" Ichiya corrected. "From what I heard, Cait Shelter is only sending one person."

"Just one!" Lyon shouted. "We're facing six people that control the third of the underworld, and they're sending just one wizard!"

"How powerful is he or she even is?" Levy gasped.

"I don't-" Jura stopped talking as he turned to the closed doors. "Do you feel that?"

"What are you-wait." Mira stated. "I feel it too."

"Yes," Ichiya nodded. "A powerful parfum is approaching."

"What are you talking about?" Gajeel questioned.

"There's a faint trace of magic," Lily explained. "yet it is coming from a powerful source." Everyone turned to the door in fear and curiosity, waiting as the doors were pushed open…

And a young girl walked in.

"Um, good morning." She greeted as she bowed formally to the shocked crowd. "I'm sorry I'm late. I'm here to represent the Cait Shelter guild."

When their surprise faded, they were able to take in the girl's appearance. She looked around 13-years old, had hazel, almond-shaped eyes, and had her long violet hair held back by a white headband with a white bow on top. She wore a white dress that ended as a frilled skirt, with gold linings on the edge of the dress and its collar. Attached to her waist was a Katana covered in a white sheeting, which was slightly longer than her height. The sheeting was tied to the red hilt by a series of badges.

Jura turned his gaze towards the sword. _Hmm._ He realized. _The massive amount of magic is not completely from this girl. Rather that sword seems to be the source._

Mira stared at the young girl, sensing something familiar about her. _Who is she?_

"Seriously." Gajeel gapped. "Please tell me you aren't the actual person from Cait Shelter. They sent a kid alone?"

"She is not alone, you brute." A stiff, female voice said. The girl turned around and recognize who came. "And she is more than powerful enough to stand amongst you."

"Oh, Carla." She smiled. "You came as well."

"Well, of course." A white Exceed replied as she entered the mansion. She wore a yellow dress with a red skirt, and had a pink bow tied to her tail and another around her neck. "You're far too young to travel unaccompanied."

 _It couldn't be!_ Lily's eyes widened in shock. _No, wait. This one's young, probably only six or seven years since hatching. Still, the resemblance…_

"Wow." Levy said. "Another Exceed."

Carla's eyes widened. "Exceed, so that is what my kind is known as…"

"You didn't know that?" Gray rose an eyebrow in skepticism.

"Well, I found Carla by herself when she was an egg." The girl said.

"...Did she just say that her Exceed came from an egg." Lyon sweatdropped.

"All Exceeds do hatch from eggs when they are young." Lily replied

The Trimen smiled. "Pretty kitty…"

"You flirt with cats too?!" Levy exclaimed.

Gajeel's nose started to twitch. "Oh," Ichiya spoke to him. "You sense a good parfum from her as well. One of strength, perhaps?"

"No." He growled. "Her scent is just… familiar…"

"I know I might be young." The girl spoke. "But I can fight rather well… so please don't leave me out! I'd be embarrassed if you sent me home!" She begged.

"Honestly child, you need to show confidence." Carla reprimanded.

"Our apologies," Jura smiled at the two. "We were just taken aback a little. We meant no offense. By the way, we didn't get your name…"

"Oh, sorry," The girl smiled. "This my friend Carla, as you already know. And my name is Kagura Mikazuchi. We're the representatives of Cait Shelter."

Mira's heart almost stopped as she turned to the young girl. _It's her._ She thought in shock, feeling old wounds begin to open. _Simon's sister, Kagura..._

 **And that's that. Meet Team Gajeel's two newest members, Gravity Swords- uh- girl Kagura Mikazuchi and White Exceed Carla.**

 **Happy: … Is Kagura a Dragon Slayer in this story?**

 **Um, no.**

 **Happy: Then it's a terrible switch. Although if you tilt your head she kinda looks like Gajeel's and Levy's kid.**

 **Hey, unlike Jellal there's was no way for me to reasonably make her into a Dragon Slayer. Besides, what can a Gravity Dragon Slayer eat, Higgs Bosons.**

 **Levy: Higgs Bosons don't actually cause gravity. They just give mass to certain fundamental particles-**

 **I know that!**

 **Kagura: Hold on there. At this point of time, I was 16. So why am I a child.**

 **You're only about thirteen here, and Team Gajeel needed a loli.**

 **Kagura: I feel reverted.**

 **Don't worry, I'll keep you about as badass as possible.**

 **Wendy: I'm sure you'll do a good job, Kagura-san.**

 **Carla: What I am frustrated about is why** _ **I**_ **wasn't switched?**

 **Mira: You actually wanted to be switched,**

 **Carla: I am not comfortable being partners with someone other than Wendy, no offense Kagura.**

 **Kagura: None taken.**

 **I had three reasons for that. One, they aren't any female Exceeds to reasonably switch you with. Two, I need you for the Edolas arc. And three, I wanted put some Cappy latter.**

 **Lyon: So you won't be pairing Carla and Lily?**

 **Hell no! Carla's only six. And since Exceeds can live for centuries and Lily was part of the Exceed military by the time he rescued Mystogan, which was** _ **way**_ **before Carla was born, who knows how old he is.**

 **Gajeel: Yeah! My partner isn't a lolicon, unlike that Mest-creep.**

 **Mest: I am not a Pedophile! Stop thinking that I am!**

 **Any other questions?**

 **Levy: Yeah, so despite being in Cait Shelter, Kagura is still Simon's brother.**

 **Uh huh.**

 **Levy: And since Laxus will come back, what's stopping her from killing him for revenge?**

 **...What, you guys think I didn't think that far ahead?**

 **Everyone: Yes.**

 **Grrr. Anyway people, leave reviews and say how you feel about my choice. And don't forget to follow or favorite. See you next week.**


	34. Six Demons Take Aim

**Welcome back to another chapter of Alternate Tail. Boy I got a lot of reactions for my fifth human cast member. I like to thank Nitrus7, Brooke Vengence, ATran, waterweilder25, Archiepoke123, dcalu2001, and Alyssa546 for following and favoriting this story. I also want to thank and respond to Cinder Fall 39, Docron, yorusorra, OneWhoCharms, Shadowwolf1997, reaper27, Fairy of the Friz, and dcalu2001 for their reviews.**

 **I'm glad for the response I got for picking Kagura for Wendy's place. Thanks for your support and opinions. Don't worry Docron and FotF, Kagura's gonna make a good impact on the overall story. And thanks to Shadowwolf1997 for enjoying my Rave Master reference.**

 **Levy: Hold on. Earlier you had me reading a story based on Rave Master. Yet Demon Card and its past existed in the real world.**

 **Um, it was a historical novel. Let's change the subject before it gets more Meta. And to OWC, you can expect plenty of foreshadow here and there. And to dcalu2001, I can't spoil much about Romeo's role, but I would parallel his new magic to Jellal's.**

* * *

 **Okay, older Kagura, I need you to do this.**

 **Kagura: Older Kagura?**

 **What, I need to remind everyone that the people in the author notes are canon.**

 **Kagura: That makes sense. Very well, DigiXBot does not own Fairy Tail.**

* * *

 **Six Demons Take Aim**

" _Our apologies," Jura smiled at the two. "We were just taken aback a little. We meant no offense. By the way, we didn't get your name…"_

" _Oh, sorry," The girl smiled. "This my friend Carla, as you already know. And my name is Kagura Mikazuchi. We're the representatives of Cait Shelter."_

 _Mira's heart almost stopped as she turned to the young girl._ It's her. _She thought in shock, feeling old wounds begin to open._ Simon's sister, Kagura…

* * *

Mira managed to give a smile and held out a hand to the young swordswoman. "It's nice to meet you, Kagura."

Kagura beamed and turned to her Exceed partner. "Wow, it's Mirajane! It's really her Carla!"

"I must admit that she is not as monstrous as the rumors make her." Carla said, then added under her breath "Though her choice of clothing is questionable."

"I know that Kagura girl is going to be a real beauty." Ren said.

"I don't think Hibiki can wait." Eve said as the said mage flirted with the young girl.

"Please, this way," Hibiki said charmingly as he guided the nervous Kagura towards another set of a sofa and a coffee table.

"That girl," Jura muttered. "She's something else."

"The power we sensed is definitely of great parfume." Ichiya agreed.

"And Mirajane-dono and Pantherlily-dono sensed that as well."

"Kagura…" Gajeel grumbled.

"You know her?" Levy asked.

"She's the little sister of that Simon guy."

"Oh…"

"No wonder Mira's so off edge." Lyon stated. The mentioned She-Demon was now glaring at the Trimen as they attempted to woo Kagura.

"Would you like some orange juice?" Eve offered.

"Um, no thanks." Kagura politely refused.

"How about some moist towelettes."

"Who are these uncouth men?!" Carla gritted her teeth.

"Ah hem." Mira coughed, grabbing their attention. "I think Kagura could use some space, clear?"

Sensing her dark aura, the Trimen got up and bowed in respect. "Of course." Then they moved away from the girls.

"Um, thank you." Kagura nodded at the older girl.

Mira smiled gently at her. "No problem."

"I'm glad someone here has common sense." Carla stated.

"Now that we are all here," Ichiya declared. "It is time that I explained my strategy… right after I make a letter in the bathroom."

"If that letter happens to be 'shit,' I'm outta- OW! What?!" Gajeel grumbled as he rubbed his shin.

"Try to restrain your language while children are present." Lily stated, pointing to Kagura and Carla.

* * *

Once Ichiya returned, he began his explanation to the other allies. "Northward of us is the Westwood Sea. We believe that the Oracion Seis are there locating a mighty magic sealed away in that region, known as the Nirvana!"

"Nirvana?" Mira questioned. "Heard of it?" She asked Levy.

"I'm not familiar with it."  
"What about you, Jura-san?" Sherry asked the Wizard Saint.

"I am also unaware of its nature."

"What we know about it is that it's power was so great that the people who created the Nirvana sealed it away." Ren explained.

"Problem is, we don't know what kind of magic it was." Eve added.

"All we know is that the Oracion Seis are after it." Hibiki said.

"So to make sure they cannot have it," Ichiya stated. "we must preemptively destroy them! But even though we have 14 wizards against their six, we must be cautious. For any of these six can take down any one of us ."

Hibiki stepped forward and made a few gestures, then summoned a golden, holographic keyboard before typing on it.

"Is that 'archive magic?'" Lily asked.

"That's not a common magic. I've never seen it in use before" Jura stated.

"And what exactly does it do?" Sherry asked, unimpressed.

After a few types Hibiki pulled up six images. "It's used to store information, such as those on our enemies. Don't ask how we got them."

"This guy is Cobra, a powerful snake wizard." The first image Hibiki pointed to was a maroon-haired man wearing a black shirt, white jacket, and red pants. Around him was a massive purple snake.

"Beady eyes and that smirk." Gajeel scowled. "Looks like trouble."

"Talk about the pot calling the kettle black." Lyon and Gray commented.

The next image was a back shot of a man in a red and white track suit. He wore black goggle and had his blond hair in a mohawk. "Next is Racer. His name suggests he uses speed magic."

"That man has a look that spells dangerous." Lyon stated.

"No kidding." Gray said.

The third image was a heavy weight man with a long orange mane and a polygon face, He wore a priest's decor and carried a brown book as he stood among fallen soldiers. "Divine-Eye Hoteye. At the right price he'll take down an entire military fleet."

"He would do that for his own greed?" Lily asked

"What a dishonorable practice." Jura scowled.

The fourth image was a woman with short-silver hair that wore a blue-feather dress, which opened past her cleavage. "She's gorgeous, but she's just as vicious. This is Angel."

"Wonderful," Mira grumbled. "Probably uses holy magic."

"Definitely not someone to underestimate." Levy stated in fright.

The fifth image was a gothic-type individual who wore yellow slacks and a sleeveless black jacket and sat on a floating carpet. Their head was facing down and their black hair covered their face, so their face remained hidden.

"We don't know much about this one, not even a gender. Only the name Midnight is tagged."

"Wonder if their name is linked to their magic." Mira pondered.

The final image was a tanned, stern looking man with long white hair and wielding a staff with a skull. He wore an opened violet shirt, with a black boa and a white cape over it. "And that's Brain. According to the archives, he used to be the head of the Bureau of Magical Development. Now he's the commander of the Oracion Seis."

"Bureau of Magical Development?" Gray asked.

"I heard of that." Jura stated darkly. "It was a splinter group of the Magic Council that seemed to only work on creating new spells, but in truth they experimented on children with unusual magic."

"If Brain was its former leader," Lily scowled. "He'll have an arsenal of spells to use."

"So there you go," Hibiki said. "Individually, they can take down entire guilds. Together they could destabilize an entire nation. So we have to use our number superiority to take lead."

"I'm not sure about this now…" Levy mumbled.

"Me neither…" Kagura nodded.

"Enough of that," Carla scolded them. "We were chosen for this task, so we shall complete it."

"Do not worry, our plan is not just direct combat." Ichiya stated. "Our priority is to locate their base."

"Their base?" Lyon asked.

"We believe the Oracion Seis have a temporary location in the Westwood Sea while searching for the Nirvana." Ren explained.

"So our best option is to catch all six at their base."

"And how can we do that?" Levy asked.

"Ain't it obvious, by beating the crap out of them!" Gajeel smirked.

"What did I just say about language?" Lily shook his head.

"And when we gather them together?" Mira asked.

Hibiki pulled out an image of a massive ship designed like a pegasus floating in the clouds. "We shall use our guild's mightiest weapon, the Christania," Ichiya exclaimed. "To destroy them and their base!"

"A magical bomber," Gray stared. "I heard rumors about it, but still."

"Make sense," Levy said. "If they're strong enough to destroy whole guilds, then will need full force."

"That's correct, Levy-dono." Jura said. "Everyone must remember to not take the enemy alone. Only do so in groups of at least two."

Suddenly Gajeel pounded his fist together. "Don't worry, I leave enough for you guys to blow up… once I tear them to shreds!" He screamed as he ran through the door, shatter it.

"Hey! Wait for us, Iron-brain!" Lyon shouted, already running after him.

"Can't even come with a strategy." Levy grumbled as she chased the Iron Dragon.

"We'll have to go after him." Lily stated as he flew off.

Mira gritted her teeth as she joined them. "I'm gonna kill him if we die cause of him."

"Can't let Fairy Tail show us up." Gray stated, seeing the five move towards the Westwood Sea. "Come on Sherry."

"Of course~"

"Wait, Gray, Sherry!" Jura called out in vain as his guildmates ran off.

"It's our turn to move out." Ren stated as the Trimen joined in.

"Let's move out!" Eve nodded

"Hmm, six demons, but one's an angel…" Hibiki mused.

"Get moving child." Carla dragged Kagura as they moved after them.

"Right!" The swordsgirl nodded.

Jura sighed as he and Ichiya were left behind. "I'm already getting too old for this. Look's like it's time to take our strategy to action."

"Before we go, Jura-san, I must ask." Ichiya implored. "You are one of the Ten Wizard Saints, correct? Would that mean you are as powerful as Makarov."

Jura chuckled humbly. "Oh no. The title of saint is only a title given by the Magic Council. I myself am only the tenth-ranked out of all of them. To compare me to Makarov is to compare the earth to the heavens, and it's easy to tell which is which."

"Oh, what a relief." Ichiya smiled. "It would be troublesome if you were as powerful as that old koop."

The Wizard Saint stared at him in confusion. "What are you-" He stopped when a violet cloud surrounded him, and he quickly covered his mouth and nose from its horrendous state. "What-what is this spell?"

"Oh, just a magic parfume," Ichiya explained as he pulled out a small test tube where the cloud was leaking from. "One that saps away a victim's will to fight."

"Ichiya-dono, why…" Jura couldn't finish as a knife pierced through his stomach. He looked at Ichiya in confusion while the Blue Pegasus ace pulled out the blood-covered blade.

'Ichiya' chuckled as his body began to bubble, transforming into a tall humanoid with completely white skin, that wore a blue tunic and had two faces coming from the sides of its 'head.'

"Excellent work, Ikol." The woman known as Angel then stepped through the broken door. "Must have been troublesome having to hold such perverted thoughts."

"Wha-what's going on…" Jura gasped out as he clenched his wound.

"Wondering about that old man?" Angel asked as she walked towards him. "I simply copied him after knocking him out." She then kicked Jura's head and sent him tumbling towards the floor unconscious. "And now I know your entire strategy. So now your precious children of light shall face an angel's wrath."

* * *

"Try to keep up!" Gajeel shouted back to the group behind him

"Slow down, Gajeel!" Levy called out. "We need a plan of attack!"

"I got a plan." Gajeel smirked. "Atta-" He stopped when he realized he walked past a cliff.

"Fuuuckkk!" He screamed. Lily flew after him and caught him, then dropped him back on the cliff.

"Okay," Gajeel grumbled as he got up. "Maybe a plan ain't half bad."

"Ya think." Lyon scoffed as the Trimen, Gray, and Sherry arrived behind the fairies. Suddenly a large shadow covered all of them.

"What is that?" Kagura asked once she and Carla caught up to them.

"That's the Christiana." Hibiki smiled as everyone looked towards the sky, marveling at the massive vehicle.. "A real beauty, ain't she?"

"Wow. It's more beautiful in real life!"

"You know what." Gajeel's jaw dropped. "I could blow up the whole damn world with that thing."

"You can also pick up a few ladies with it." Ren stated.

"Probably two or three apiece." Eve added.

"Exactly _what_ can you do with two or three ladies?" Mira glared. The Trimen were about to give a properly constructed answer (To not anger Mira, Levy, Sherry, and Carla) when an explosion on the Christania's hull occurred.

Soon more explosions occurred all over the ship as it crashed to the forest below, releasing a massive pillar of fire and smoke.

"The Christania!" Hibiki shouted.

"How's that possible?!" Gray yelled.

Gajeel's nose twitched and he started to growl. "We got company." He and the others prepared for a fight as seven figures walked out of the smoke, revealing themselves as the Oracion Seis.

"So," Brain drawled. "The maggots decided to unite. How foolish."

"I can hear it," Cobra smirked. "Their trembles of terror, and also curiosity…"

"We know about your plans," Angel stated with pride as she leaned onto Ikol. "We also took out the fat troll and the bald geezer.

"What?!" Ren shouted.

"That's impossible!" Gray snarled.

"Don't worry," Racer said. "We'll take care of you as quick as possible."

"Wealth is what brings power." Hoteye declared. "Take in this advice: 'Money is everything-'"

"Shut it Hoteye!" Racer and Cobra yelled.

Meanwhile, Midnight was still snoring through the event.

"That young lady must be confident to be asleep during battle." Lily muttered. Cobra had to hold back a laugh as he overheard the perceived gender of his emo-comrade from not just Lily but most of the other allies.

"Must be bothered by us to come head on." Mira stated.

"Oh no," Brain stated. "This is just pest control for us."

"We'll these pests don't have to look now!" Gajeel shouted as he and Lyon charged straight towards him.

"Take them." Racer moved towards the two Fairies, and instantly appeared between them. He then gave a spin kick that sent them flying away.

"Gajeel! Lyon!" Levy shouted in worry, but she, Mira, and Lily saw another Levy next to her. The doppelganger grinned as she round-kicked her counterpart to the ground. Levy got up and started to write. "Solid Script: Fire!"

"Solid Script: Water!" Both Levy's sent their spells, which collided and formed a cloud of steam between them. Mira transformed to Satan Soul: Halaphas and charged straight at one of Levy's, forcing her to revert to Ikol.

"Gotcha." She stated as she pinned the shape-shifter to the ground, but was startled when it began to vanish from her grasp.

"Mirajane the She-Demon," She looked up and saw Angel standing above her with her hand above her hair. "As an Angel, it's my job to wipe out your kind." A small golden spot appeared in her palm, and a swarm of small, round, white creatures with mouths full of sharp teeth came from it, charging straight towards the She-Demon.

"Dammit! Holy Scriopture: Eitilt!" Levy swiped a set of blue runes on her chest and activated her wings to fly towards her comrade, but flew back as Cobra crashed towards the ground in front of her.

"I hear you, little fairy." Cobra grinned as his snake hissed. "I hear your fear."

Mira gritted her teeth as she flew away from the swarm. "It just had to be Angel magic."

Meanwhile, Gajeel landed right in front of Hoteye, and as he got up, he saw Gray and Sherry racing past him towards the heavy-built mage.

"I see you clearly." Hoteye stated as his irises glowed a bright orange as the earth beneath the three liquified and became two waves about to swallow them. "Love is weak compared to the power of money, Oh Yeah!"

"The hell's happening?!" Gray shouted.

"What kind of magic is this?!" Gajeel yelled.

"How can he say love is weak?!" Sherry cried, as all three began to sink deeper.

Suddenly a blast of wind blew the earth away, blasting Gray and Sherry back. Lily, in battle form, flew down and pulled Gajeel out. "You're alright?"

"Just help me deal with this psycho!" Gajeel roared as he sent an Iron Dragon's Sword at Hoteye, who simply pulled up liquid earth from the ground to block it.

"How determined are you, Black Steel! But money gives me strength, oh yeah!"

Sherry rolled away and towards Levy and Cobra, where she saw the Solid Script mage struggling to hit Cobra.

"How are you so fast?!" Levy shouted as Cobra simply slid away from each of her attacks.

"I hear everything. Your muscles constraining, your heart racing, your thoughts bursting, all are a symphony of fear to me."

Sherry raised her hand at Cobra's snake. "Let see how fast you are against your pet. Doll Magic!"

Cobra smirked as his snake pulled away from him, only to charge at Sherry and slam her towards a tree. "I heard that plan." He said once his snake returned to him. "But Cubelios and I have a bond that surpasses simple Doll Magic, and she only hears my voice."

"Hit Midnight with what you got!" Hibiki shouted to his fellow Trimen as they surrounded the sleeping mage. He blasted a set of golden magic at him while Ren and Eve sent an intense gale and a small snow storm at the target respectively. But to their shocks their attacks didn't get close, rather they redirected away from Midnight.

"But how-" Hibiki started to ask. Then Racer appeared behind him.

"Trust me, wake up Midnight and it'll be a nightmare." The speed mage gave a sharp hook at Hibiki, knocking him out, then did the same to the other Pegasuses.

"Peace of -" He stopped when he felt the air becoming heavier, and soon he collapsed to the floor, feeling his body was carrying the weight of his fellow Demons. He looked up and was shocked to see Kagura extending her arm at him, as an expression composing of both determination and fear covered her.

"Don't over exert yourself, child." Carla called out from beside her.

"I know that, Carla." Kagura gritted.

"But… how…" Racer struggled to speak under the immense pressure.

Meanwhile, Brain was also shocked at the sight, yet not from one of his own about to lose. "Kagura…" Brain smirked. "So you sent her to stop me, Roubal. Yet in truth you aided me."

"Gotcha!" Lyon raced at the left of the collapsed speed mage and brought his hands together. "Ice Make: Black Mamba!" A serpent was sent forward with its tail wrapped around his arm.

Gray also appeared on Racer's right. "Ice Make: Chain!" The chain left with its end wrapped around his hand.

However, Kagura lost the energy to keep her hold on Racer, and with the intense pressure gone, he leaped upwards, leaving the two ice constructs to tangle together.

"Stay out of my way!" Gray shouted at the other Ice Mage.

"I can handle this myself!" Lyon yelled back.

"You two are supposed to work together?" Racer taunted as he slammed at where the constructs linked, sending the two colliding together.

Racer then scowled at Kagura, who was now trembling with her magic failing. "You're next brat!" He raced towards her to punch her, but she used her sheathed sword to block each attack.

"I must have her." Brain stated, and raise a finger to his hand. _Cobra, I need a distraction. The girl with the sword is required..._

The Snake Mage was shocked at first, but then he smirked. "Gotcha." Cubelios once again left her master's side and leaped towards Levy. The Letter Mage tried to fly back, but the serpent easily reached her and sunk its fangs into her arm, and she let out a blood-curdling scream as her wings faded.

"You won't die. Your body shall suffer as your life seeps out..."

"Shrimp!" Gajeel shouted as he and Lily saw their teammate in danger, letting Hoteye to sent them to the ground with a wave of liquid earth.

"Levy!" Mira watched in horror as her friend was sent slamming to the earth, and she soon followed as the Angel Messengers crashed into her, burning her skin with their contact and forcing her to revert back.

"No!" Kagura was so filled with worry that Racer managed to land a hit, knocking her out and sending her sword out of her hand.

"Kagura!" Carla flew towards her, but the Speed Mage simply kicked her towards a tree.

"Good work Racer." Brain said as he walked towards the unconscious swordsgirl. He turned to the other Light Mages, and saw one about to get up. "We now have our target…" He aimed his staff at Kagura, a bright violet light filling the orb...

"No!" Lily, despite reverting to his smaller form by Hoteye earlier, flew right between Brain and Kagura, taking in a blast of violet lighting that knocked him out.

"And they saw chivalry is dead." Angel joked as she and the rest of the Oracion Seis joined Brain and Racer.

"We need the girl for the Nirvana." Brain explained to his guild mates as a green smoke coming from his staff wrapped around Kagura and Lily. "The cat might be useful as a hostage."

Mira and the others started to get up. "No!" She screamed as the two prisoners began to disappear.

"When it comes to money, up and down are equals, oh yeah!" Hoteye raised his hand as the ground became liquid under the Alliance wizards, swallowing them.

"Lily!" Gajeel shouted.

"Kagura!" Mira and Carla yelled as all of them fell into a chasm formed by the Earth Mage.

"I have no use for you worms. Dark Rondo!" Shadows travelled up Brain's staff as they came crashing to the fallen wizards as an army of spectres.

"Iron Rock Wall!"

Suddenly the walls of the chasm started to shake as pillars of rocks burst from them, forming a barrier that took the intense barrage.

"That was close." Jura panted, facing towards where the Dark Wizards, who have vanished during the commotion.

"You came, Jura-san!" Sherry said gratefully.

"You couldn't have come sooner?" Mira gritted as she got off from the ground.

"Thanks for saving us." Hibiki said.

"Does it matter," The She-Demon growled. "The Oracion Seis got away, and they have Kagura and Lily."

"Those guys were too powerful." Eve grumbled. "We would have died..."

"They easily beat us and took down Christina." Sherry added.

"Thanks goodness you're alright." Gray said to the Wizard Saint.

"I'm afraid that's not the case." Jura turned around, revealing a set of stained bandages around his waist.

"How…"

"I was in critical condition. Angel sent an agent to infiltrate Ichiya's thoughts and take me out quickly. I wouldn't have made it without Ichiya-dono's Pain-Relief Parfum."

"If they read sensei's thoughts," Hibiki realized in horror. "They now know our entire plan.

"But the Oracion Seis had ran in fear at the sight of our arrival." Ichiya said, popping out of nowhere with his clothes tattered and bloodstained and his face full of bruises.

"Aren't you beaten up?!" Gray questioned.

"We may be battered, but we are not beaten yet boy. I have more parfum for everyone to get us on our feet." Ichiya pulled out a test tube, and a blue colored gas leaked from it and travelled to everyone present, reducing the agony they were feeling.

"Such fragrance." Sherry said.

"I can already feel the pain leaving." Mira stated, amazed.

"It's not affecting everybody." Gajeel growled, and everyone turned and saw that he was helping Levy leaned onto a tree, trembling as she held onto the arm that was bitten, the venom visible as a purple bruise spreading.

"But how?!" Ichiya gasped. "My parfum never fails!"

"What happened?!" Lyon shouted as he and Mira ran toward Levy.

"Levy was bitten by Cobra's pet." The She-Demon scowled. "That venom is going to kill her."

"Hang in there, Levy." Gajeel said. Lyon ripped a sleeve from his shirt and handed it to Gajeel, who tied it higher on the arm from where the wound was.

"That'll slow it down, but not enough."

"Anything we can do?" Gray offered.

"We have this." The Static Ice Mage scowled at Gajeel's blunt tone. "I was only asking."

"This is our problem." Lyon stated.

"Why you-"

"Both of you shut up." Mira stated coldly as she transformed into Satan Soul: Beelzea, then placed her mouth onto the wound.

"What is she doing?" Carla asked.

"I heard certain demons are capable of drinking poison." Jura stated. "Mirajane-dono must be attempting to suck the venom out of her."

"You'll think it'll work?" Sherry asked.

"It will." Lyon stated coldly, causing Gray to scowl at him.

"She just concern."

"Well, excuse me for more faith in M-"

"Got it." Mira pulled away as Levy stopped trembling, then she reverted back to human. Levy rose slowly as she rubbed her arm.

"Thanks." Levy winched as she still felt sore from the wound, her body still dizzy from the venom's effect.

"That was too close." Hibiki sighed. "With Levy-chan fine we can-"

"Who said we?" Gajeel growled.

"We're an alliance."

"The four of us can handle this."

"You seem so sure of yourself." Ren scowled.

"Maybe cause we're strong enough to stop the Seis by ourselves." Lyon glared.

"Guys…" Levy begged.

Gray scoffed. "Oh, cause you guys could easily take them down."

"I could have taken down Racer if you didn't get in the way."

"You only could since that Kagura girl pinned him down for you, better than the playboys could."

"Watch it!" Hibiki shouted.

"It's not my fault you're a bunch of pansies."

"How about you cool off, Fullbuster." Ren stated icily.

"Lay off him!" Sherry shouted at the Pegasus.

"Your fire is so warm…"

"I think you people should show some self-restraint." Eve stated.

"Says the sis-con." Gajeel growled, then added sarcastically. "You guys are the model of self restraint."

"What was that?!" And soon Gajeel, Lyon, Gray, Sherry, and the Trimen were in a full uproar.

"Everyone calm down." Jura commanded.

"Men! This is not the time to be divided."

"Kagura and that older Exceed have been captured, and you people are arguing like children!" Carla seethed.

"Enough!" Mira shouted, silencing everyone and grabbing their attention. "Right now the last thing we need is to be divided while the Oracion Seis are up to who knows what to get the Nirvana. Our guild masters picked us because we are the most capable. Do you want to disappoint them?"

"I really don't want a spin from Master Oba." Gray muttered under his breath.

"From what I gather, everyone was more willing to work only alongside their own guildmates instead of equally with the others." Jura stated. "We let petty emotions and old feeling divide us." Everyone looked ashamed, Lyon and Gray the most out of all of them.

"We were not gathered because our master saw us as powerful wizards. We were gathered to work together against a powerful force of darkness." Ichiya stated. "But we failed and allowed our enemy to score an easy victory."

"If we're gonna stop the Oracion Seis, we have to put aside our differences and work together." Mira stated

Initially, everyone seemed opposed. But slowly, agreement crept into their faces.

"We're ready for this." Levy stated.

"One more try." Sherry added.

"Time for some overdue assembly." Hibiki nodded.

Mira, Jura, and Ichiya smiled at the unity in the group. "Good," Mira said, then turned to Carla with a discerning look. "Carla, you know why Brain would want Kagura? Is her magic that powerful?"

"In a sense." The White Exceed replied. "She's a user of Gravity Change, a magic that lets her increase the gravity on a target."

"So that's how she stopped Racer." Lyon said.

"Gravity magic," Jura's eyes widened. "To control one of the four fundamental interactions, it's no small accomplishment."

"You think they might use it to unearth Nirvana?" Levy asked.

"Since we don't know much about it, anything could be the reason." Hibiki added.

"It is fortunate they didn't acquire Archenemy." Carla said as she walked over and picked up the sheeted blade. "With Kagura as their prisoner they already have so much power..."

"Well, they won't have her for long." Mira stated, then turned to Gajeel. "Think you can find her and Lily."

Gajeel nodded, and picked up Archenemy, which was handed by Carla. "Sure. This piece of metal will get me familiar with the kid's scent. Plus, I know Lily's all too well."

"Alright then." Jura said. "Mira-dono will go with Gajeel, Lyon, and Carla, I go with Gray and Sherry, and Ichiya-dono shall travel with the Trimen. Each group will search the forest for Kagura and Pantherlily."

"What about working together?" Eve asked.

"We're not yet comfortable and familiar to do so. So we'll have to begin with who we're familiar with for now. Once we regroup we can start to behave like a proper team."

"I'm coming too." Levy said as she tried to get up, but soon collapsed to the grass below as pain burst through her body.

"No way kid," Mira stated gently as she placed a hand on the other girl's shoulder. "I may have sucked out all of the venom, but it still did a lot of damage before that. You need to rest before joining." Levy reluctantly nodded, feeling useless for being unable to join.

"We can't just leave her alone…" Gajeel grunted.

"I'll stay." Everyone turned to Hibiki, who raised his hand to volunteer. "We need a central base for communication to guide everyone back once we find Lily and Kagura-chan, and my archive magic can keep us connected."

"Thank you, Hibiki." Jura smiled, then held out his hand. "We all know what we must do."

"Find the Oracion Sei's base..." Gray said as he and Sherry placed a hand on Jura's.

"Rescue Kagura-chan and Pantherlily-san..." Eve added as he and the rest of the Pegasuses joined in.

"And kicked some dark guild asses." Mira finished as she, Gajeel, Levy, Lyon, and Carla also placed their hands.

"Well, what are we waiting for?" Gajeel smirked, one that matched his fellow wizards. "Let's go!"

"Right!"

* * *

In a ravine deep in the forest lay the ruins of an ancient city. By the city was a cave that had a lifted wooden door above it. And inside that cave-

"Ah!" Kagura screamed as she and Lily were thrown by Brain to the end of the cave,

Despite being tied up with magic-sealing rope, Lily glared defiantly at the Dark Wizard. "Don't be so rough." He seethed. "She's only a little girl."

Brain showed no emotion as he grabbed the Exceed by his face and pressed intensely on him, suffocating Lily.

"Leave him alone!" Kagura begged.

"Hmp." Brain huffed, then threw Lily back to the ground.

"Lily-san!"

"I'm fine." The Exceed replied as he straightened himself.

"So what's special about the kid, Brain?" Racer scoffed as he and the other Oracion Seis stood by the cave's entrance.

"She got something to do with Nirvana?" Cobra pondered.

Angel examined the girl. "I don't see anything so special."

Hoteye rubbed his hands greedily. "Maybe we can sell her to the highest bidder for a lot of money!"

"Is everything you think about involves money?" Cobra questioned.

"Money is the answer to everything, oh yeah!"

"This girl has the ability to control the gravity on an individual." Brain explained.

"Oh, a rare magic," Hoteye smiled. "That is valuable."

"Geez, no wonder she could stop me, even for a moment." Racer grumbled. "I hate gravity. Heard a lot of it can make you slower compared to others…"

"So can running too fast." Angel teased, earning a scowl from the speed mage.

Cobra raised an eyebrow. "I'm still not seeing the big-" He stopped, then soon exclaimed. "You mean that crazy plan of yours- you're bringing _him_ back!"

"Bring him back? Wouldn't we need a healing magic?" Angel asked

"Not in his current condition." Brain stated, then he smiled as he spread his arms wide. "With the girl's magic, we shall revive him!"

"No!" Kagura protested as she held onto Lily. "My magic can't bring people back! And even if it could I'll never help jerks like you!"

"Oh, but you will. No doubt about it..." Brain said calmly as he smirked at the girl, who stared fiercely at him. "You will.' He turned around to his subordinates. "Racer, bring them here."

"Those two losers?" Racer asked, "Even with their help it'll take me an hour to carry all that rock-"

"Do it." Racer sighed and raced out of the cave.

"Oh, I get it now." Cobra smirked as Cubelious slithered up his body. "With him, will be able to get Nirvana easily."

"But we can't take any chances. Cobra, Hoteye, Angel. I want to three to continue looking for the Nirvana, in case the ceremony fails. Midnight and I shall stay here."

"Mid's not gonna move anyway." Cobra replied, pointing at the sleeping mage. "Eh, whatever. Let's go searching."

"Perhaps a competition for finding Nirvana first." Angel suggested as the three left the cave.

"How about a million jewels for the winner, oh yeah!"

"Don't you think a million's a too much?"

"Just what kind of magic is Nirvana to bring someone back?" Kagura asked.

Brain grinned maliciously. "A magic that can force the light… to be replaced with darkness."

* * *

"Alright then," Hibiki said back in the clearing while checking his projected Archive Magic. "Everyone's all out in the Woodland Sea."

"That's good to hear." Levy said, though her smile revealed her true feelings.

"You're alright?"

Levy sighed. "If I didn't get bit, then Kagura and Lily wouldn't have been captured, and I could be out there helping. Of course I wouldn't be much help in the first place…"

"Don't sell yourself." Hibiki replied. "You're a lot stronger, according to the rumors. Taking down a three-meter gorilla, destroying the entire Ore estate, beating Phantom Lord so hard it couldn't recover…"

"Most of that isn't true." Levy sweatdropped.

"Still, your Master wouldn't have picked you if he didn't think you can handle it."

"Good point." Levy smiled. "You're not as bad as I thought. So once the others find Lily and Kagura, your Archive Magic will guide them back?"

"That's right." Hibiki replied as he typed on the keyboard. "I'll translate the location from binary to neuron signals, and they should find their way back soon. Now we just have to wait for them…"

* * *

"So, you're an Exceed." Gajeel asked Carla as they, Lyon, and Mira raced through the forest.

"Yes," Carla answered as patiently as she could. "Your partner made that clear."

"...So can you fly."

"That's correct."

"What about shape-shifting? Got some badass fight form?"

"No, I do not." She replied stiffly.

"Must be some advance technique." Lyon shrugged. "Lily _is_ over eighty. So what's so special about that sword?" He pointed to Archenemy, which was held in Gajeel's hand. "You said we were lucky that the Oracion Seis didn't grab it too."

"Archenemy is a powerful weapon that Kagura alone should wield. It was given to her a few months ago when she finished her sword-training."

"I saw her use it against that speed prick." Gajeel remembered. "But she kept it in its scabbard. Why didn't she released it-"

"Unless you want a calamity, releasing Archenemy is the last thing you want to do." Carla sternly responded.

"A sword that powerful and they gave it to a twelve-year old?" Lyon asked skeptically.

"Kagura is thirteen, and she is more than responsibly enough to keep Archenemy sealed. But if she needed to, she can draw upon its cutting power and-"

Mira didn't listen to the three as she remained focused on their goal. _Your thoughts are rambled._ Beelzea said.

 _I'm fine._

 _Your mind is too tightly focused on rescuing the girl._

 _I just have to._ Mira seethed back. _I can't just leave Kagura and Lily alone with those dark wizards because-_

 _Because she is the younger sibling of that Simon man._ Beelzea interrupted. _He gave his life because he wanted you safe._

 _And now it's my responsibility to keep her safe._

"Mirajane?"

The She-Demon returned to reality and turned her head towards Carla. "Sorry about that, I was lost in thought. What is it?"

"As I was saying, Kagura volunteered because of you."

"Me?" Mira blinked.

"Because of the Tower of Heaven." As the others' eyes widened Carla continued. "From what she told me, Kagura's village was attacked by a group of cultist. In the attack, she was separated from her brother Simon. Recently she heard about the Tower of Heaven, and how it was constructed by cultists. When she learned that your group was involved in stopping it, she hoped that you might have an idea of what happened to him."

Mira sighed. "I knew Simon. He was my old friend when we were slaves in that place."

Carla's eyes widened at the revelation. "And afterwards…"

Before she could give an answer, the two and Lyon crashed into Gajeel, who stopped suddenly.

"What's the big idea?" Mira growled.

"The trees." Gajeel stated. The others walked around him and soon saw what he meant. "They're all black." Every part of the trees in front of them, from the bark to the leaves, were now pitch black as black mist travelled between them.

"What magic is that?!" Carla gasped.

"This is just creepy." Mira said.

"That's the influence of the Nirvana." A slow, deep voice said. "Ain't that right, Zatou-bro."

Another deep voice laughed. "That's right, Gatou-bro! Nirvana's so evil, it leaves the land half-dead!"

"Who's there?!" Lyon growled. Suddenly many dark wizards popped out from their surroundings, emerging from the bushes and appearing on the branches. What made them unique was how similar to monkeys they appeared.

"We're surrounded!" Carla shouted

Then two strange individuals with large round ears and baggy cheeks came. One of them, a tall man with a massive blond mohawk and wearing a poncho started to speak. "That's the influence of the Nirvan-"

"Quit repeating yourself, Gatou-bro!" His brother, a dark-skinned man wearing a white suit and having a massive black afro with a moon symbol sprayed on it, interrupted.

"Oh,sorry about, Zatou-bro." Gatou said dully.

"Wow," Gajeel blinked "A bunch of dumb monkeys…"

"Careful bosses!" A third monkey-man, this one wearing a red and white tracksuit, pointed furiously at the light mages. "Those guys are Fairy Tail. They're the ones that took down Eisenwald!"

"And a really angry one."

"Let me guess," Mira glared as she, Gajeel, and Lyon got ready to right. "You're a guild under the Oracion Seis, am I right?"

"Yes," Gatou replied. "We are Naked Mummy, a guild under the Oracion Seis."

"She said the last part!" Zatou laughed. "But enough of that. Right now I want some fun."

"So the Oracion Seis brought their underlings with them," Carla realized nervously. "This won't end well."

"This will be a cakewalk." Lyon said.

"Ghi hi, let show these primates who's boss." Gajeel smirked.

"Let's end this fast." Mira said coldly.

"You can't be serious?!" Carla questioned. "We have to keep looking for our comrades!"

"Think they'll just let us through?" Mira questioned back, then glared at Naked Mummy's leaders. "Once we're done, you're telling us where the Oracion Seis are."

"Want to look down at us, girlie?" Zatou questioned as he gave them a thumb down.

"Don't go messing with Naked Mummy," Gatou began as he brought up his fist. "A guild under-"

"You just said that!" Gajeel shouted.

"You're dead meat, Fairies!" Zatou shouted.

"Don't these Fairy Tail wizards understand the situation?" Carla hissed.

* * *

In another section of the forest, the Lamia Scale representatives were surrounded by a group of wizards wearing red robes and wielding staffs.

"What on earth…" Jura asked. "The Red Hood guild?"

"They were waiting for us the entire time." Gray growled.

"Just how many soldiers did they bring?" Sherry asked

* * *

"The Black Unicorn guild?" Eve asked as he and Ren were also surrounded, this time by wizards wearing prep-school uniforms and their haired styled into a single horn.

"What are they doing in a place like this?" Ren glared.

"Wait," The youngest Trimen looked around as panic covered his expression. "Where's aniki?"

* * *

"Wait!" Ichiya shouted as he struggled against a rock while many dark wizards approached him. "I'm a simple traveller only separated from my group. I'm not a suspicious person. But challenge me and you'll taste my handsome face! Meeeeen!"

* * *

"Sorry for the wait." Racer shouted as he came in carrying a pile of blue crystals in his arms. "These things weigh a ton, took me forever to build up speed." He dropped the crystals to the cavern floor.

"Crystals?" Kagura asked.

"Those aren't just crystals." Lily explained. "They're lacrima crystals. But what do they and your magic have to do with the resurrection he spoke off?"

"And the two wizards?" Brain demanded.

"Right here, Brain-sama." Entering the cave were two wizards also carrying lacrima shards. The first was a tall and muscular wizard wearing a red robe and having a shave head. The second was a shorter and thinner wizard wearing a blue robe and having long green hair. As they entered, they dropped their own shards into the pile.

"Ah, Quark,Fermi, I'm glad that you arrived." Brain smiled.

"Da, it took us so long to bring crystals to this cave, even with comrade Racer's speed." Quark, the red hooded wizard nodded politely.

"So this is the gravity mage?" Fermi asked. "I was expecting Bluenote Stinger…"

"Hades refused to loan him to us." Brain explained.

"Who are you people?" Kagura asked.

The Dark Wizard turned to her and smirked. "Do you know that they are four rules in the universe? These four rules, known as the Fundamental Interactions, govern how the entire universe works." He pointed to Quarks with his staff. "First, there is the Strong Interaction, the power that holds together protons and neutrons to form atoms, the same building blocks that from everything from the sky above to ants beneath my feet."

He then pointed to Fermi. "Then there's is the Weak Interaction, the opponent to its stronger counterpart. It is much weaker, yet can break apart a single atom and release enough energy to destroy an entire city."

He cupped a frightened Kagura by her chin. "But weaker than that is gravity," He continued as Kagura tried to break free. 'Its influence in the mircorealm is laughable. Yet in the grand scheme of the universe, it is king. Its power can form planets, stars, and even entire galaxies."

He pulled away from Kagura and picked up one of the shards. "And last but not least is the Electromagnetic Interaction. It enables energy from the sun to reach us. It enables electrons to orbit the atomic core. It enables lightning to reach the earth."

"Why are you telling me this?" Kagura asked. "I told you, I won't help you revive anyone!"

He tossed the shard to Kagura, who stumbled to catch it. "Take a look."

She and Lily peered into the Lacrima shard. In it, they saw energy flowing within. But it was forming into a shape, a face with a single scar over its eye…

"No way…"

"It can't be." Lily gasped.

"That is Laxus Fernandez." Brain smirked. "A brilliant man that once infiltrated the Magic Council. In other words, a man that knows where Nirvana is."

"How is this possible."

"Laxus…" Kagura let out, revealing both shock and familiarity. "It's really you…"

"You know him?" Lily asked.

"Black Steel defeated Laxus by sending him crashing into the R-System." Brain said. "But this did not kill him. Instead Laxus, in his lightning state, fused with the R-System and was scattered throughout it. We spent weeks searching the ocean floor for every shard of the Tower that contained his essence. To bring him back, I created a ceremony that shall return him to his human form." He turned to the young girl. "And you Kagura are the last piece. And you will help me. After all, you do owe Laxus a good debt…"

 **And thus, Laxus returns to Alternate Tail. But will he come as friend, or as foe.**

 **Kagura: You expect me to bring back the man that murdered my brother in this story.**

 **You bet, because I came with a foolproof reason…**

 **You don't know that Laxus killed Simon.**

 **Kagura: Excuse me.**

 **Think about it. In canon you learned Jellal murdered your brother (While being brainwashed by Ultear by the way) from Millianna. And since you've been in Cait Shelter most of your life and only leaving to find Simon, you haven't meet with her or the others.**

 **Kagura: But how** _ **does**_ **my counterpart know Laxus? And what happens when she finds out what he did?**

 **You ask a lot of questions. But they'll be answered later. Anyway, don't forget to review and follow or favorite if you haven't yet. See you soon!**


	35. Lightning Strikes Twice

**Hey guys. Hope you're hungry, cause here's another chapter of Alternate Tail.**

 **Gajeel: Good, cause I'm starving!**

 **Nice! Anywho, I want to thank Shadowed Cherry Blossom, CrazyWill71, and midnight rose112358 for following and favoriting Alternate Tail. I also want to thank Cinder Fall 39, OneWhoCharms, Fairy of the Friz, and Shadowed Cherry Blossoms for their reviews. I am glad that you enjoyed my ressurection idea for Laxus. It perfectly fits with how Laxus was defeated and with Kagura's power. And about Kagura learning what Laxus did, well, that's a tail for another time.**

* * *

 **Laxus: So I'm getting dragged back into this, huh?**

 **Yup! So, if you don't mind...**

 **Laxus: Alright then. DigiXBot does not own Fairy Tail.**

* * *

 **Lightning Strikes Twice**

" _Black Steel defeated Laxus by sending him crashing into the R-System." Brain said. "But this did not kill him. Instead Laxus, in his lightning state, fused with the R-System and was scattered throughout it. We spent weeks searching the ocean floor for every shard of the Tower that contained his essence. To bring him back, I created a ceremony that shall return him to his human form." He turned to the young girl. "And you Kagura are the last piece. And you will help me. After all, you do owe Laxus a good debt…"_

* * *

"Rargh!" Gajeel roared as he crashed down into a group of Naked Mummies, sending them flying away from the impact.

"Get him!" Another group of dark mages leaped from the trees above.

"Iron Dragon's Sword!" He used his blade to slash them as they came.

"Try eating some of my Magic Shotgun!" The tracksuit-wearing Mummy raised his gun at the Dragon Slayer and started shooting at him, leaving behind a cloud of dust. As he reloaded his weapon, he shock when the dust faded and Gajeel was seen unbothered by either the blast or the shrapnels, laughing in amusement.

"Monster!" The Dark Wizard prepared to shoot another load, but Gajeel just grabbed the barrel and bent it backward, so when the trigger was pulled it created an explosion that blasted the dark wizard back.

Meanwhile, Lyon was battling through another group. As one prepared to hit him with a bat, the ice mage just grabbed his face and froze it, then threw him into his comrades.

"You need a reminder on who's the apex!" Lyon smirked as he slammed his hands together, then created a snow tiger that pounced at the frightened Naked Mummies.

"Those Fairies are rather tough." Gatou said as he saw Gajeel and Lyon bringing the carnage.

"I think it's time we join in, Gatou-bro." Zatou huffed. "Time to show how Naked Mummy really roles."

"Good idea, bro," His brother nodded as he pulled out a club. "After all, those Fairies are rather-"

"Stop repeating yourself!"

"I'm getting real tired of that comedy routine." The two saw Mira standing in front of them. A Naked Mummy underling charged straight at her, but she grabbed him by the throat and threw him away. "So make it fast and tell me where the Oracion Seis are."

"This doll acts tough," Zatou growled. "Teach her a lesson bro."

Gatou charged forward at the She-Demon with his club held high, but Mira just leaped over him and kicked it away. "That all you got?" She smirked.

"How can those three enjoy themselves?" Carla muttered from behind a tree as the battle continued. "Don't they realize how dangerous this is?"

* * *

Back in the cave, Lily growled at the shard in Kagura's hand. "So he survived…"

"You know Laxus?" She asked him.

"I am more than just familiar. He tried to kill all of us, especially Mirajane. He even manipulated the council to fire the Etherion on us in an attempt to resurrect Zeref!" It hurt the Exceed to say this to the young girl, given her apparent 'connection' to him, but he had to do it.

Kagura gaped in shock, but closed her mouth and remained downtrodden. "I suppose he did…"

"Comrade Laxus is a mere ghost that was possessed by another ghost." Quarks said.

"A man with ideals as dead as he." Fermi added.

"Enough you two," Brain ordered, then turned to Kagura. "We need you for the ceremony so that we can unite his scattered essence from these Lacrimas, and restore his human body."

"Listen Kagura." Lily said to her. "You can't bring him back. He'll help them find the Nirvana."

"But…"

"He's the one that-" But before he could finish, a band of leather wrapped around his mouth, silencing him.

"Lily-san!" Kagura stood up and tried to pull the leather off, dropping the shard in her hand."

"Silence." Brain stated to him, then to Kagura "Hurry up and revive him." When the conflicted girl did not move, he grabbed the dropped shard and began to crush it in his hand. Energy began to leak out of the crystal as it began to break apart.

"No!" Kagura screamed. "Stop it!" Brain hit the girl with the end of his staff, knocking her to the floor.

"If you want to save him, participate in the ceremony. It is not too complicated."

Kagura looked at the ground, but then faced Brain definitely. "I need to think about this."

He smirked "So be it. You have five minutes"

The Gravity Mage turned to Lily, who was protesting through his binds, in guilt. "I'm sorry Lily-san. I'll know they'll use him to to find Nirvana, but I just can't abandon him. He helped me when I was looking for my brother. I heard about what he did with the Tower of Heaven and the Etherion but, but it couldn't have been him really! He's must have been controlled!"

Racer scoffed at the exchange from the cave's entrance. "Can't believe we're spending time helping Laxus of all people." He said to Midnight. "After all he did to us..." Midnight only snored in response.

 _Bringing back that Laxus… and she doesn't even know she's helping her brother's murderer. But how does she even know him, and what did she mean by helping to find him…_ He sighed behind the band. _Gajeel...anyone… please hurry…_

* * *

"Heh, heh…" Gajeel, Lyon, and Mira breathed heavily as they stood above the fallen dark mages.

"Oh man," Lyon let out. "That was a work out."

"These punks were… heh..." Gajeel gasped. "Tougher than we thought."

"Well of course they were!" Carla shouted at them. "You were fighting an entire guild!"

Mira walked over to the two dark masters she defeated, then lifted Zatou, who was still laughing despite his injuries.

"Alright then, monkey." She growled. "Where are the Oracion Seis?"

"I don't talk that easily, doll." He laughed back. Mira scowled in frustration, then threw him into a tree to unconsciousness.

"Easy there, Mira," Lyon said as she marched to Gatou. "We can't get answers if you break their skulls."

"Where's their base?!" She hissed at Gatou.

"It's up to you…" He muttered before going unconscious.

"'Up to you?' What does that-" She stopped when a strong gale blew through the trees.

"What's happening?" Carla asked.

"Look like their backup's here." Gajeel growled.

"Ha ha ha!" The four looked up and saw a familiar man floating in the air, who had silver spiky hair, held a large scythe, and wore a fur-lined jacket over a violet shirt.

"Guess who, flies?" Erigor smirked.

"Erigor…" Mira growled.

"They said you weren't found with your guild." Lyon said.

"You know this man?" Carla asked.

"Erigor the Reaper," Gajeel answered. "Ex-boss of Eisenwald whose ass I handed. His guild tried to use a flute called Lullaby to kill the guild masters."

"Black Steel Gajeel," Erigor said. "I've been waiting so long for this."

"What are you doing here, Erigor?" Mira questioned.

"After Lullaby, Brain choose me to be the enforcer of the lower guilds so I can redeem myself. Along the way I've been training hard to take down Gajeel."

"So you know where they are?" Mira said as she transformed into Satan Soul: Kitsune.

"Maybe I do, what off it?"

"Then we'll keep you alive long enough for you to tell us. Yokai Cross!"

"Ice Make: Eagles!"

"Kunai Knives!" Each attack moved straight at the reaper, but he rose his hand and a blast of wind sent them away.

"My turn!" He slashed his scythe in the air, creating a massive air blast at them. Mira grabbed Carla and the three Fairies leaped out of the attack's way, letting it slice through multiple trees in their path.

"I'm stronger than ever, flies! I spent months preparing for this moment!"

"All that time for me," Gajeel smirked as he marched towards him. "I'm flattered. But I've been training too."

* * *

"Iron Wall Jura." One of the Red Hood wizards said as all of them pulled out pallets and began sketching. "If we defeat him, our name will go down in history!"

"Hey, don't forget the rest of us." Gray growled.

"What are they even sketching?" Sherry asked as the Lamia Scale wizards prepared for battle.

"It's picto magic," Jura explained. "Be prepared for anything."

"Send in the goblins!" A Red Hood shouted as small, squirrel like creatures popped out around the Lamias.

"What the-" Gray gapped.

"They're so cute." Sherry gushed.

"Don't underestimate them!" Jura stated, as the goblins rolled up and charged at them.

"Argh!" Gray grunted as they kept bumping into them. "That's enough! Ice Make: Bat!" Forming the weapon between his hands, he swung it at the incoming goblins and sent them flying towards the Red Hood wizards.

"Wood Doll!" Sherry animated a tree into a massive monster that roared and swung at the creatures, sending them scurrying away.

"That's it!" The lead Red Hood shouted. "Unison Pict!" All of the goblins floating into the air, before lumping together and becoming a massive green wyvern.

"Ah, shit!" Gray cursed. The wyvern roared as it landed towards, smashing the wood doll in the process.

"Move!" Jura shouted as they ran from the pressuring beast. Once they reached the trees behind them, Jura rose his hand towards the wyvern. "Iron Rock Spike!" Massive stone spikes burst from the earth beneath the wyvern and caged it. "Now!"

"Right! Ice Make: Hammer!" Gray slammed a fist into his palm, and a massive hammer formed above the wyvern before smashing into its skull, making it roar in pain.

"Go, Wood Doll!" Another wood construct emerged, and it slammed its fists into the wyvern's back.

"Iron Rock Powder Explosion!" More spikes emerged, impaling through the wyvern, forcing it to fade away.

Jura glared up at the trembling dark mages. "To use a living creature as a pawn, even if you created it, is despicable…"

* * *

"C-can't breathe…" A Dark Unicorn wizard gasped as he and several of his guild mates felt the oxygen leaving their lungs.

"You can't fight without air, can you?" Ren questioned coldly. "But air is my element."

"Forget him!" A female Dark Unicorn shouted as she and another group surrounded Eve. "We can finish his pretty boy friend."

"Is that so?" Eve smirked as snow danced around his hands, then flew towards the dark wizards and engulfed them, sapping their warmth and their strength. "I should tell you that as an ex-Rune Knight trainee and a Blue Pegasus wizard, I have you beaten."

* * *

"I admit, you have me beaten." Ichiya said as he was tied to a pole carried by two dark wizards. "But you must know I was holding back!"

"Why are we bringing him?" One of them asked.

"Lady Angel didn't get all the info from this old man-"

"I'm only twenty-nine years old!"

"So we have to bring him to her. In other words, we're stuck with him until then."

"Is that it then," Ichiya said. "Then let us fight man on men!"

"Shut up already, pigface!"

"Meeeeen!"

* * *

Erigor continued to send air slashes at the Dragon Slayer, who easily leaped away.

"Do you think Gajeel has a chance?" Carla asked as she and Mira stood behind Lyon, who held a shield to block the intense winds. "That man said he was training."

"Don't worry," Mira smiled reassuringly. "Gajeel's too stubborn to lose."

"I've been waiting months for this," Erigor snarled as a large amount of air gathered around his scythe. "I shall have my revenge!" He slashed downward, and a massive gale headed straight to Gajeel, blasting apart the ground beneath him.

"Finally." Erigor smirked.

"All that training just to beat me?" He looked up, and his jaw dropped when he saw Gajeel floating right above him, with an Iron Dragon's Club pulling back into him. "Talk about pathetic! Iron Dragon's Roar!" Erigor couldn't dodge the massive iron storm and was sent crashing into the earth.

"Impressive." Carla said in awe.

"Like I said," Mira smirked. "Too stubborn."

As Gajeel landed onto the earth, creating a massive blast of dust in the process, he laughed at Erigor. "Exactly how were you training?" He then grabbed Erigor by his shirt and pulled him towards him. "Alright, start telling us where the base is!"

* * *

"You better give us a clear answer." Ren commanded the Dark Unicorn he held.

* * *

"So they're at a deserted village in the west." Gray said as he dropped the interrogated dark wizard to the ground with the other fallen Red Hoods. "Like some sort of ancient ruin."

"How ironic," Sherry mused. "They were sent to keep us away from the Oracion Seis, yet in the end they told us where they are."

"Gray, Sherry," Jura spoke. "You two should head west."

"What about you?" Gray asked.

"I'm sensing a powerful magical force approaching."

"One of the Oracion Seis?" Sherry asked in worry.

"I can deal with it, you go ahead."

* * *

"Time's up," Brain growled. "Are you going to do it?"

Despite the fear crawling in her, Kagura stood tall before him. "I'll be part of your ceremony. But for Laxus."

The Dark Mage smirked as Lily protested through his gag. "Good, then increase the gravity between the crystals."

Kagura raised her hands at the pile of Lacrimas, and they began to rise into the air. She fought against the strain as she brought them together, creating a mishmash sphere.

"Excellent." Brain grinned maliciously. "Quarks, Fermi."

"Da," Quarks nodded as he rose his hand to the lacrima sphere. "Fundamental Combination!" A blast of red light burst from his hand towards it.

"Atomic Division!" Fermi released a beam of yellow light.

Brain raised his staff to the now glowing crystal when…

"Lily! Half-Pint! Are ya in there?!"

Lily's eyes widened at the voice. _Gajeel!_

"Gajeel-san." Kagura gasped.

The Dark Wizard scowled. "Filthy maggots. Racer, deal with them."

"On it, boss." The speed mage blurred in their eyes before he vanished.

"Keep at it." He commanded the three Fundamental wizards, then blasted a green light at the sphere from his staff.

* * *

"Lily! Half-Pint!" Gajeel shouted from above the ravine. "Are ya in there?!"

Mira bopped his head "Would you cut that out!" She yelled at him. "The enemy will hear us!"

But they were all startled when the hair beneath them blurred as Racer flashed towards them, sending them flying to the sides as he ran passed them.

"That guy again!" Lyon growled as Racer leaped across the trees behind them, eventually reaching a branch above them. "You guys go ahead!" He yelled at his guildmates. "I'll deal with him."

"Not happening!" Racer bursted towards them. He was smirking until he heard a loud buzz. "What the-" He didn't react fast enough when a swarm of hornets collided into him from all sides, making him scream and collapse to the earth below.

"Go!' Lyon shouted as he held his hands out to guide the swarm.

"Right." Mira nodded, transforming to Satan Soul: Beelzea. She grabbed Gajeel and Carla and flew down to the ravine.

The ice swarm soon broke apart as Racer leaped out of it, his uniform partially damaged from the hornet's stingers. "You actually stopped me…"

Lyon smirked. "Then you should pay attention more."

* * *

Immediately after blasting the lacrima sphere, Brain began to chant. "One constraint, burning universe. One Force to rule it all. As time and entropy marched on, the single force broke into four." As he spoke, the sphere began to break apart and reform itself. A torso appeared in the center, then soon limbs began to grow from its side.

"Strong and Weak balance the base of the elements. The Third carries energy throughout the cosmos. The Fourth pull all forms of energy together." Deep inside the lacrima mash, the energy in the lacrima broke free, then forced to become various atoms that came together into molecules.

"But when one falls, who shall govern the universe?" The lacrima continued to become more humanoid, down to the details on its 'face' and the fingers coming from its hand.

"Three of the forces. Come together. Give us the power, to save your comrade!" With a final burst of magic from the four wizards, the lacrima glowed brightly before exploding into all directions. And in its place, a tall, muscular blond man stood.

"Welcome back, Laxus." Brain greeted. The lightning mage, standing in the same pants and muscle shirt he wore before, remained silent.

"Mira-san, everyone," Kagura let out as her body tumbled to the ground. "I'm sorry…" She felt the last of her strength leave as she fell to unconsciousness.

 _No,_ Lily looked at the resurrected wizard in horror. _What has she done…_

"With you here, we can find the Nirvana." Brain said to Laxus.

"Brain-sama," He turned to Fermi, who had a finger at Kagura's throat. "The girl is still alive."

"Bos mois," Quarks gasped. "A light mage older than her would have died from the strain of the ceremony. Yet the little one still breathes…"

Brain scowled. "Is that so." The other two dark mages moved away as he raised his staff above the girl's head. "I have no further us for her."

Lily protested through his gag, causing Brain to smirk at him. "Don't worry, creature. You'll join her soon enough." He prepared to bring the staff down into her, but then a firm grasp grabbed his hand.

"What?" Brain turned his head and saw it was Laxus who was holding him. "Laxus, what are you-" He couldn't finish as Laxus then threw him to the back of the cave. The blond haired wizard then raised his hand, and the earth beneath Brain collapsed into a pit.

"Brain-sama!" Fermi shouted in horror.

"What has gotten into you, Comrade Laxus?" Quark asked.

Lightning danced on Laxus's fist, and then released bolts of them to the two dark mages. They screamed as the lightning burned their clothes and skin, and their hearts shut down from the immense amount of amps.

Lily looked in shock as the two collapsed, their corpse signed to a crisp.

"What the hell?" Laxus turned to the cave's exit, and his eyes widened when he saw Gajeel, Mira, and Carla standing outside.

"Laxus…" Mira gasped.

Gajeel growled. "You!" He charged straight at the Lightning Mage, but with a swipe of his hand, he sent the Dragon Slayer crashing into the wall, which released rubble to cover him

Carla began to ask "Who is-" But she couldn't finish as Laxus transformed into lightning body, then burst out of the cave, forcing her and Mira to leap out of the way. He zapped out of the ravine, then continued deeper into the West Woodsea.

"Laxus is… alive…" Mira growled when she got up. "How…"

"I can tell you two have a history," Carla interrupted as she walked over to Kagura. "But rescuing Kagura is our priority." She frowned. "Just what did they made you do…"

Mira scowled. "Fine." She walked over to Lily and removed his gag. "You okay?" She asked as she removed his binds.

"I'm fine," He replied. "But what about you…"

"I'll deal with later." She answered. Suddenly Gajeel popped from the rubble. "Gah! Laxus!" He looked around but couldn't find his target. "Where the hell'd he go?"

"No idea." Mira answered.

"Most likely, he could be after the Nirvana, since he knows its location." Lily added. "That's why they brought him back."

"And I guess he won't share it with the Oracion Seis, given those two." She pointed at the two charred corpses.

"Probably."

Gajeel growled, but he then spotted something in the corner in his eye.

"What is it?" Lily asked as the Dragon Slayer walked over to Brain, who was still unconscious from Laxus's attack. From beneath the man's robe, Gajeel pulled out a small piece of paper. His eyes widened as he read it, then he placed it in his pocket.

"What's it say?" Mira asked impatiently.

"Nothing, let's go." Mira activated Beelzea's wings, while Lily grabbed onto Gajeel and Carla held onto Kagura and Archenemy. The three then flew out of the cave, passing the still asleep Midnight.

After they left, Brain returned to consciousness, then got up, unaware of what just occurred. "I should have added restrains after restoring him. But why would Laxus attack me? He wasn't this hostile when I last saw him. Was it because I mentioned Nirvana after his resurrection…" His eyes widened in realization.

"Damn you, Laxus! You dare take Nirvana for yourself?! It belongs only to the Oracion Seis!

"Can you hear me Cobra?! Laxus has left us! Follow him to where he's heading, for Nirvana will be there! And when you find it, kill him!"

* * *

"I hear you loud and clear, Brain." Cobra said as he stood on a tree branch, gently stroking Cubelious. "Just like I hear his footsteps."

He turned to his snake, then rubbed its neck. "He shouldn't have trusted him, Cubelious. After all, Laxus has always always on his own side…"

* * *

"Nrg!" Lyon winched as he was kicked into a tree. He quickly rolled away when Racer tried to strike him once more.

"Dammit." He growled as Racer moved onto a tree branch. "He's too fast."

"My codename is Racer. I'm faster than any living thing on the planet."

Both of them soon spotted three dots moving through the sky above. "What-"

"They got her!" Lyon smiled when he recognized his guildmates, Kagura, and Carla.

"How could they get past Brain!" Racer hissed. "Urg, they won't escaped!" With intense velocity he leaped towards the five.

"Gajeel! Mira!" Lyon shouted. "Look out!" But it was for naught as Racer crashed into them, sending them crashing to the ground.

Gajeel and Mira crashed first, and he quickly moved to intercept Kagura before she collided.

"Grh," Mira growled as she stared as her busted wings, then reverted her Satan Soul. "We have to keep moving. Lily, Carla-" She turned and saw the Exceeds were knocked out. "Dammit!"

"We gotta keep moving." Gajeel shouted to her as he held Kagura and Archenemy under his arms. Mira nodded and picked up the two Exceeds, and the two raced through the forest.

"Oh no you don't!" Racer shouted as he ran towards them. "My prey never escapes me!"

"Ice Make:" Lyon shouted, appearing between the speed mage and his target, as he collided his hands together. "Rampart!" He spread his arms apart, and a massive ice wall burst from the ground. Racer couldn't move in time and collided in the still growing wall, which crushed everything in its path for a mile from the ice mage's sides, and towered greatly above the forest. The speed mage fell back to the earth after impact

The two other Fairies turned and saw the massive wall behind them. "Lyon…" Mira looked in concern.

"Go!" He shouted as he panted heavily. "I said -heh- I can handle it!"

"That spell used up too much of your magic!" She protested.

"Just move already!"

"Just trust the ice prick," Gajeel said to her. "He has this."

"I'll hold him off as long as I can!" Lyon shouted in determination. "Just get Kagura to safety!"

Mira frowned, but nodded. "Alright, but don't die ya dumbass!" She and Gajeel continued to run through the forest.

Racer growled as he got up, then glared at the ice mage. "That's twice you stopped me." He growled.

"Ice can stop anything in your path, so I'm the best choice to stop you." The Ice Mage smirked. "Besides, no matter how far you run, you're always a step behind Fairy Tail."

"Is that so," Lyon tensed when the speed mage appeared behind him. "I could just go after that kid..." He reappeared a few feet in front of him. "But I won't be satisfied with you still breathing." He charged into the ice mage, sending him tumbling to the ground. "Once I kill you, I can catch up and deal with your baddies. So stay down."

"Not happening," Lyon snarled as he got up. "I can do this all day…"

"Is that so," Racer rose his hand to the air. "Then let the Dead Grand Prix begin!

* * *

Meanwhile, Laxus stood over the unconscious Erigor as he put on the reaper's fur-lined jacket like a cloak over his body. As he turned and began walking, a single word filled his thoughts. A word that emerged after seeing that white-haired girl.

"Mira…"

* * *

"Can't belive that ass Laxus is alive." Gajeel growled as he and Mira continued to run through the forest.

"Would you calm down?" Mira questioned.

"First the half-pint and Lily are out, then Ice Prick is alone against that speed prick, and now that punk-"

"You're worried, aren't you?"

Gajeel looked away. "Am not."

" _Mira-san, Gajeel-kun."_

Both stopped when they heard the voice. "Oh great," Gajeel groaned when he looked around for the source.. "Now I'm hearing things that aren't there."

" _It's me, Hibiki of Blue Pegasus."_

"This your archive magic?" Mira asked.

" _It is. Try to be quiet, we don't want to risk Cobra overhearing. Anyway, I'm glad that I found you guys. Did you find Kagura-chan?"_

"Yeah."

" _Good to hear. I'm uploading a map to your mind."_

"Hold on there," Gajeel growled. "No one goes around-" He stopped when a burst of information came into his head. "Wow! I know where he and Shrimp are! And how to get there!"

"Same here." Mira replied. "Let's go!" The two continued through the forest.

* * *

"Just hurry up, guys." Hibiki spoke through the archive.

"I never imagine one could upload information through magic." Levy said in awe.

"Well, this is a relatively new process, so it's not surprising you wouldn't have heard. Information can be shared faster than verbally."

"Still, I'm glad that Kagura's safe." She sighed. "I just hope the others would be fine."

* * *

Racer his swung his hand down, and the sound of purring engines filled the air.

"What the hell is-" Lyon couldn't finish as a green-yellow, driverless motorcycle with a skull design at front burst from the trees. "A magic cycle?!" He shouted as he moved from its path. Just as suddenly, a horde of similar cycles also came at him, and he struggled to keep away from their assault.

"These bad boys are almost as fast as me!" Racer shouted on top of a similar cycle but with a red and cooper design. "Try not to get shredded!"

Lyon growled, then backflipped as one of the cycles approached him. He landed on it and grasped its handle bars when he spotted a certain device. "An SE-plug?" He quickly put it on and revved the cycle's engine to move closer to Racer.

"Oh, a fast learner?" Racer smirked. "Let's see how you last!"

Racing through the trees, they then emerged onto a rocky surface. "Ice Make:" He let go of the handles and brought them together. "Eagle!" A flock of ice eagles flew quickly to impact Racer, but he easily steered away from each on.

"That all you got, lady killer!" He taunted. "Then I'll show you mine!" He raised his hands, and suddenly a swarm of giant tires rolled towards ice mage.

"You gotta be kidding!" He quickly dodged them, but he was startled when Racer appeared next to him, landing a fierce kick that almost knocked the ice mage off his vehicle.

Lyon growled as they reached the end of a cliff, and fell into a massive log. The two continued to drive in the moss-filled dead tree.

Racer smirked as the two became parallel, then the sides of his cycles opened up, revealing turrets that fired upon the ice mage. Lyon managed to steer away, but was still glazed with a few strikes. _I can't use my ice magic to the fullest while steering._

As they exited the log, which also ended at a cliff, Lyon saw two familiar figures.

"Gray!"

The Static Ice Mage looked up. "Is that Lyon?!"

"And one of the Oracion Seis!" Sherry shouted.

As he landed on the ground below, he parked next Gray. "Jump on!"

"What is going-"

"Now!" Gray complied and sat behind Lyon. "Stay here Sherry, we'll handle this!"

"Um, sure." Sherry said in worry as the two went after Racer. _Can they even work together this time?_

"What about Kagura?" Gray asked in worry.

"Don't worry, Gajeel and Mira are taking her to safety! Right now I need you to get Racer for me! I can't use ice magic and drive at the same time!"

"So you're actually asking for help?"

"Just do it!"

"No problem!" Gray brought his hands together as all three entered a clearing. "Ice Make: Lance!" Multiple spears of ice burst from them and flew straight towards Racer. The speed mage was barely able to jump off when they crashed into his motorcycle and shattered it.

"Nice one!" Lyon congratulated.

"We're not out of the woods yet!"

"You little punks!" Racer screeched as he burst straight into them, breaking apart their cycle and forcing them to jump away.

"Ice Make: Ape!" The ice gorilla slammed its fist towards Racer, but he easily moved away

"Ice Make: Hammer!" Gray's attack was also easily dodged.

"Nice try," Racer smirked. "But it'll take a hundred years before you can beat me."

"Dammit!" Gray growled.

"Don't let him get to you." Lyon advised, then grinned. "He doesn't know Ice Magic's full power."

Gray grinned. "I know what you mean." Both grabbed their shirts and pull them off synchronously.

Sherry, who was watching the fight behind the trees, blushed at their physique. _Such union stripping, could this be ~love._

Racer blinked in confusion, then smirked. "Wow, a simultaneous strip. You two think that you can stop me. Last time you two were too busy fighting each other."

"That was then," Lyon stated. "And we won't repeat that mistake." He slammed his fist together. "Ice Make: Lycanthrope!

Gray pulled both of his hands behind him. "Ice Make: Seventh Knight!"

A small blizzard surrounded the two of them, before fading and revealing the now armored ice wizards. Lyon now stood with two claw-like ice gauntlets and a wolf helmet. Gray, meanwhile, had one ice blade coming from behind his right elbow and forward from his left, and wore a visor made of ice over his eyes.

"What the hell are you two?" Racer scoffed. "Rejects from some kinky, Polar-theme strip club."

"This is Ice Sentry," Lyon explained. "An advance Ice Magic technique where the caster applies his magic to the body."

"For us maker mages, this means adapting our body in ways that suit us, making us like what we create." Gray added. "For example, my armor allows me to be a living weapon."

"And my armor," Lyon grinned as he leaned forward. "Makes me the ultimate predator!" He bursted straight at the speed mage, who leaped upwards to avoid him. But he was caught off guard when Gray ran up Lyon's back towards him and spun-slash at the speed mage. Racer leaped away, but not fast enough for Gray to leave a slash on his uniform.

"Dammit!" He growled when he got back to the ground, but he screamed when he felt a slash at his back. Spotting Lyon behind him with his claws brought down, he moved away quickly and stood in front of the armored ice mages.

"Alright, that's it! Gear Change: Yellow Zone!" His body glowed a yellow hue for a second before he charged straight into the two.

Crashing into them, he unleashed a barrage of punches at them, pushing them back before sending a final kick that sent them flying back.

 _He's even faster now._ Lyon winched. But as he flew back, he looked to the sky and saw three birds flying at an intense velocity, a velocity that reminded him of Racer _Of course…_

"Give up," Racer laughed as the two tumbled onto the ground. "Let me kill you so I can get that brat."

The two got up. "Like hell we are." Gray growled, reading to march forward.

"Wait, Gray," Lyon said. "The fights already over."

"What do you mean?"

"I mean that I found out Racer's weakness, and that gives us a winning edge."

 **Ooh, just what did Lyon find out.**

 **Gray: He better not freeze me here like in canon.**

 **Lyon: It was part of our plan anyway.**

 **Hey, no spoiling the next chapter!**

 **Hibiki: Looks like you couldn't finish the whole fight.**

 **Hey, cliff hangers in fight scenes are normal in manga chapters and anime episodes. Besides, there was already too much going on to add in.**

 **Kagura: So apparently, Laxus helped my counterpart with searching for her brother. Yet later on, he killed him in cold blood.**

 **Oh trust me, Kagura. It's more complicated than that.**


	36. Here Falls Nirvana's Light

**Welcome back folks. I hope the first month of 2017 went well, cause it was up and down for me! Anyway, it's time we get back to this arc.**

 **Racer: Took you long enough.**

 **Wow, you really want to be beaten.**

 **Racer: No, I just want to get this story finished already.**

 **Oh, fine. Anyway, I want to thank newbyfroob, ursa.2, Keiko Braginski, and Brend839 for following and favoriting Alternate Tail. Thanks to you guys, I now have at least 100 followers!**

 **Angel: You have so much pride, don't you.**

 **Who me? *Pulls out a fan* I'm just a humble, ordinary author. Who's also in college. Why shouldn't I be a bit prideful.**

 **Cobra: Urgh, end this already.**

 **I also want to respond to my loyal fans. First, I'm glad that Cinder Fall 39 is enjoying my stories.**

 **And back to One Who Charms, my favorite reviewer. Yeah, the Oracion Seis really hate Laxus's guts.**

 **Laxus: What did I even do?**

 **Well, let's just say that to master your magic, a price was paid. And price was about five kids that were sent to Brain...**

 **Midnight: Hmm, and we thought that father would have care for us.**

 **Cobra:** _ **You**_ **thought that. I knew that douchebag thought us as regular shit.**

 **Heh heh, at least you work for Jellal now.**

* * *

 **I think I'll have the Lamia Scale crew do the disclaimer… and by that I mean the characters that are in this story.**

 **Gray: So I have to do this?**

 **Yes Gray, you shall.**

 **Gray: Fine, DigiXBot does not own Fairy Tail.**

 **Sherry: For if he does, there would be more ~love.**

 **Jura: Fairy Tail is the property of Hiro Mashima.**

 **Cobra: Oh, like he can actually use it well. Seen chapter 519, two words, Mary Sue.**

 **Cobra! You are not giving a disclaimer in this chapter! Leave, now!**

 **Cobra: You don't want me to spoil all those little ideas. Oh wait, the Exceed thing was predicta-**

 **That's it! Everyone get's a beating!**

 **Gray: Even me?!**

 **Even you!**

* * *

 **Here Falls Nirvana's Light**

" _Give up," Racer laughed as the two tumbled onto the ground. "Let me kill you so I can get that brat."_

 _The two got up. "Like hell we are," Gray growled, reading to march forward._

" _Wait, Gray," Lyon said. "The fights already over."_

" _What ya mean?"_

" _I mean that I found out Racer's weakness, and that gives us a winning edge."_

* * *

Lyon began to whisper in Gray's ear, too silent for anyone else to pick up. "Don't bother strategizing," Racer scoffed. "I'm faster than any plan you have."

Once Lyon finished, he pulled away from Gray. "You understand."

"Yeah," Gray at first seemed shocked, but he then smirked. "Which means I don't need you!" Before the wolf-armored mage could react, a burst of ice from the ground swallowed him, and it continued to grow upwards.

"The hell, Gray?!"

"What are you doing, Gray?" Sherry asked in concern.

"Just stay and watch for once." The sword-armored mage smirked

"I shouldn't be surprised," Racer said. "Once again your ego took over and you put away your friend.."

"Like you haven't been acting the same. And besides, we only shared the same teacher. Other than that, nothing close."

Sherry came out from the tree and started "But Gray…"

"No worry, Sherry. It's Lamia Scale's time in the spotlight. It's time for us to end this!"

"Cocky like and you're asking for a beating!" Racer shouted as he burst towards them.

"Wood Doll!" Sherry shouted, and one of the trees came in his way. It's branches shook violently as it used them to cage the speed mage.

Racer growled, but soon he vanished from the branch cage.

"But how?" Sherry asked.

Racer appeared behind her. "Too slow!" Then he sent a roundhouse kick at her back and sent her crashing into the ground.

"Hey!" Racer turned around and quickly moved to avoid a barrage of Ice Lances. "Come and get me!" Gray shouted, then he ran into the woods.

"My prey never escapes me!" Racer roared as he charged right at him.

Gray spun and sliced a disk from a nearby tree, then kicked it at Racer, who had to flash away from it.

"We figured out your weakness earlier!" Gray shouted as Racer began to approach him. "You don't have real offensive power. Speed's useless without any damage. Ice Make: Spike Guard!" A set of icicles came from his back, and Racer had to stop to avoid being impaled.

"What's wrong?" Gray taunted as he continued to run off. "That speed you love is useless?"

"That's it!" Racer growled as he got into a running start. "You're getting my full power! Gear Change: Red Zone!" Racer snarled animalistically as a red glow covered him, then he burst straight at Gray. The Ice Mage couldn't react in time as Racer slammed into him. The damage was intense as they crashed through several trees, breaking both the icicles and blades and leaving a crack on his visor.

"You think you can figure out my power from the get go?" Racer growled as he slammed Gray to the earth. "Think again."

Gray coughed out blood as he got up, then he struggled to continue running.

"Stay down!" Racer ran at him and pushed him to the ground. But Gray managed to get up again and still kept moving, reaching the edge of a cliff

"You're a glutton for punishment, aren't ya?" Racer smirked. "Let me remind you who's top dog." Racer ran circles around Gray as he constantly ran through it, bruising the ice mage in each strike.

"Gray!" Sherry called out in worry.

With a final punch to the face Racer sent Gray crashing into a nearby rock. Racer jumped onto him, pressing him down. He then pulled out a pocket knife from his uniform, then held it at Gray's neck.

"Still think I don't have the power?" Racer questioned as Gray looked back defiantly through his broken visor. "I can slice your throat before you can think of using a spell. I liked how hot-headed you were, but how can you think of fighting an Oracion Seis like me?

"Six Demons, Six Prayers," Racer said as Gray looked past him to spot several birds flying above at immense speed. "Six Pillars that never fall. Those that challenge those pillars find only death."

"Damn bastard was right…" Gray said, confusing Racer. "When Lyon told me earlier, I thought he was going nuts. But he had a good eye for that."

"What are you talking about?"

"Your magic isn't to move faster than anyone. Your magic just slows everyone's perception in time." Gray smirked as unease covered Racer's expression. "Or at least in a certain radius. But out here, those outside are moving the same rate as you…"

"You mean-" Racer looked back to the clearing from earlier, revealing that the ice trap Gray made has grown to a massive tower above them, and he had to squint his eyes to see the wolf-armored ice mage standing on top of it.

"Everything's a lot clearer up here." Lyon smirked as he raised his hands above.

"You-that argument was to set him for a clear shot!" Racer realized, with Gray smiling in confirmation. "And you were luring me away for him to get ready! But there's no way he can reach me!"

"He's a Fairy Tail wizard," Gray countered. "And if there's one thing I learned about them, is that they're unstoppable in their task."

"Time for real speed!" Lyon shouted on top of the tower. "Ice Make: Peregrine Falcon!" With a throw of his hands to the ground, he launched a medium size bird construct, twice as large as his Ice Eagles. It screeched as it dived towards Racer, speeding faster than Racer seemed to his opponent.

The Oracion Seis couldn't move as the Ice Falcon slammed into him, bruising his chest and causing his goggles to shatter.

 _My prayer…_

* * *

 _In a barren island, a black haired boy with a pointy nose ran in fear to the shore as vicious cultist chased after him._

" _Was to be faster than anyone…"_

* * *

Racer tumbled to the edge of the cliff as the Ice Falcon shattered. Meanwhile, both Ice Mages shared a smile between each other at their triumph.

* * *

"We did it, Gray." Lyon smiled as he walked to where Gray was, who was also joined by a concerned Sherry. Both ice mages had their ice armor melted off.

"Barely," He grunted back. "And we have to deal with five more at least as strong."

"Well next time you two come up with a crazy scheme, at least let me on it." Sherry chided.

"Hey, my fellow pupil is a Fairy," Gray replied. "full of hairbrain plots."

"Har, har," Lyon laughed sarcastically, but his grin revealed his true emotion.

"Rah!" The three turned to the cliff's edge where they saw Racer lifting himself up. "I'm not done yet!" He ripped off his tracksuit, revealing a circular device embedded with Lacrimas. The Lacrimas were glowing erratically, becoming more frequent each second.

"An explosive lacrima!" Sherry recognized the device. "He's actually going to-"

"A life for a life!" Racer screeched as he charged straight at them.

"No!" Lyon tried to move to stop him, but winced to a stop as his injuries flared up. "Shit!"

"No running for you!" The Demon moved closer and closer towards Lyon-

But then Gray leaped from the ground and tackled into him, sending them flying off the cliff.

"Gray!" Lyon and Sherry screamed.

Gray smiled as he and Racer fell to the forest below them, the Lacrimas' glow now becoming steady. "Heh," He laughed. "I knew you be the death of me, Ly-"

He couldn't finish as the Lacrima flashed, and soon a cloud of fire burst from where they are, sending a shockwave that traveled across the forest.

"Gray!"

* * *

"Nrgg!" Brain growled as he felt a massive migraine bursting in his skull. "No, impossible!" As he held a hand to his forehead, one of the markings on his face began to vanish. "Racer, one of my Six Demons, has been defeated! Arrrah!" He knocked a cup and a skull off a nearby shelf. "I have underestimated my opponents. They left me no choice!" He turned to his sleeping comrade. "Midnight, wake up!"

The said mage's eyes stirred awake, revealing a malicious soul behind them.

"Find every last one of our enemies, and destroy them!"

Midnight stood up and turned to the man. "Fine then, father, I'll do it myself."

* * *

"No! Gray!" Lyon roared as the fire from the explosion faded away, showing no signs of the of the two wizards.

"No… no…" Sherry cried. "Why Gray…"

"Ice Make: Flying Fox!" Two massive bat-like ice constructs appeared. Lyon held onto one as it flew him to the foliage below. "Come on! There's no way he's dead!"

As Sherry was flown down by the other bat, tears continued to flow from her eyes. _Why Gray? Why did it have to be you?_ A dark shadow began to fill her vision. _Just who is to blame for this…_

* * *

Jura walked through another part of the forests, recovering from the sound of the explosion from before. "I know you are there." He said outloud. "Show yourself."

Suddenly the earth beneath him became liquid beneath him, and rose up to swallow him.

"As expected of a Wizard Saint, oh yeah!" Hoteye said as he came out in the open.

Jura rose his hand, and the fluid earth hardened immediately. Then a set of rock pillars burst from the hardened stone towards Hoteye. Hoteye just smirked as he pointed two fingers at them, causing the pillars to boil away.

"How interesting, my magic deals with making the earth soft." Hoteye stated. "And yours deals with making the ground hard. We must ask ourselves, which magic is the strongest?"

"The quality of the magic has little importance." Jura countered. "Only the one with the stronger conviction shall win."

"I disagree," Hoteye preached. "For only the rich are the final victors, oh yeah!"

* * *

"You know what that explosion was?" Levy asked Hibiki.

"No idea." He replied. "Let's just hope that took out at least one of the Seis and not one of our own."

Suddenly the undergrowth by them began to shake. Both prepared for a conflict, but became relieved when Gajeel and Mira emerged while carrying the unconscious Kagura and Lily and Carla respectively.

"Missed us?" Gajeel smirked.

"Thank goodness you're okay." Levy smiled in relief.

"You're feeling better, Shrimp?"

"I'm about ready to fight with you guys." She frowned. "How's Kagura?"

"She's fine," Mira replied as Gajeel placed her to the ground. "But she used a lot of magic after the Oracion Seis coerced her for a spell."

"What kind of spell?" Hibiki asked, a trace of fear in his tone.

Lily woke up and spoke. "A spell to resurrect Laxus."

"Laxus?!" Levy shouted in shock. "He's alive!"

"The man that infiltrated the Magic Council?!" Hibiki asked

"Apparently they wanted him to find the Nirvana." Gajeel growled.

"And that's where he'll be." Mira said. She turned around and began to walk away.

"Where are you going?" Levy asked.

"I want you four to keep Kagura and Carla safe until they wake up." The She-Demon commanded. "I'll go after Laxus and stop him."

"By yourself?" Lily asked in shock.

"You lost the last time you fought him!" Gajeel protested.

"That's because I hesitated. Not happening this time."

"But-"

"Just stay here!" She seethed, then ran deep in the forest.

"Can't believe her!" Gajeel growled as she ran off. "She could at least invite me along, since I beat that asshole!"

"Only after consuming Etherion." Lily stated.

"Then Shrimp will just make me some!"

"Even if I can, and that's a big if, consuming Etherion will wreck your body for days." Levy said.

"So how dangerous is Laxus really? I know he joined the council to fire the Etherion but that's all the archives have." Hibiki asked.

"He's a dangerous mastermind." Levy said bitterly. "He created a game so that way he can sacrifice Mira to bring back the Black Wizard Zeref. He's also the man that killed Kagura's brother Simon. I can't believe they would force her to such a thing."

"She wasn't just forced," Lily sighed. "She volunteered to do it."

"What?!" Everyone turned to Lily.

"She _wanted_ to resurrect her brother's murderer?!" Hibiki questioned.

"Keep quiet!" He hushed them, pointing at the still unconscious girl. "Anyway, I doubt she knows the circumstances of Simon's death."

"Yeah," Gajeel grunted in agreement. "that white Exceed told us that Half-Pint joined to ask the She-Demon about that."

"Not only that, but she said that Laxus helped her years ago in trying to find her brother. It seemed more convincing when he stopped Brain from killing her."

"But how's that even possible?" Levy asked. "And why would he have helped her now?"

"I'm not sure. We'll just have to ask after this incident is over."

"Do we even tell her that Laxus killed her brother?" Hibiki asked. Before they could respond, a murmur grabbed their attention.

"Mira-san," Kagura muttered. "I'm sorry… Laxus was…"

Levy sighed. "I don't think so. She already feels guilty for bringing back Laxus. Telling her that he was her brother's murderer will just break her."

* * *

Within the deepest part of the Worth Woodsea, Laxus continued to walk forward. As he searched for his target, another individual was watching behind one of the shadow-covered trees.

 _What's up with this guy?_ Cobra thought. _I can't hear his inner voice. If I could, I could learn of Nirvana's location and wipe that bastard out right here and now_.

Suddenly Laxus stopped in front of a massive tree. Its bark was completely black, and chains connected it to various stone pillars nearby.

 _There was a place like this here?!_ Cobra stared at the tree in shock _Could that be, Nirvana?!_

Laxus placed his hand on the tree, then covered his fist with electricity. The heat from the lightning soon caused the tree to ignite and explode. Cobra then grinned as a black beam of light burst from where the tree was.

 _Yes!_ Cobra looked in amazement as a stone tower emerged from beneath the light. _We've finally found it! Our future is here!_

* * *

Hazel and brown eyes began to stir awake and both Kagura and Carla took in their surroundings.

"Good afternoon, Kagura-chan, Carla-chan." Hibiki said.

Kagura screamed and moved away from the now startled group. "I'm sorry! I just-"

"It's okay." Levy said gently, then placed a hand on the girl's shoulder. "You were only doing what you felt was right."

"Can't blame you for that, half-pint." Gajeel grunted.

"'Half-pint?'" Carla rose an eyebrow at the dragon slayer.

"Gajeel prefers to refer to his comrades by either their title or by nicknames of his own design." Lily explained.

"Sounds odd."

"I'm fine with it." Kagura smiled.

"Well with you awake, we can take the offensive against the Oracion Seis." Hibiki said.

"Yeah," Levy pumped her fist. "They won't know what's coming!"

Gajeel smirked "Cause hell we'll let them get the Nirvana!"

But their feeling of hope was soon blasted away by a bright flash, and fear filled its place as they saw a pillar of black light rising from deep in the forest, with black tendrils rising from all over the Worth Woodsea towards it.

"That light…" Kagura gasped.

Carla said in shock. "Don't tell me that's…"

"Nirvana…" Hibiki said in recognition.

* * *

All throughout the West Woodsea, every member of the Alliance Force were astonished at the pillar, carrying expressions of either fear, victory, or confusion.

"There's no doubt about it." Brain said as he and Midnight saw the pillar from outside the cave.

"Congratulations, father." Midnight said. "Nirvana is ours. Now I will eliminate every one of those light mage before midnight comes. You should head to that light."

"Yes…"

* * *

"What do you think that light is?" Eve asked Ren as they could only gape their jaws at the sight.

"And what about those trees," Ren pointed to a nearby black-bark tree, where shadows were leaving it and moving towards the light. "They're also being affected."

"Oh no," Eve's eyes widened in realization. "Don't tell me that light is where Nirvana is!"

"Someone found it," Ren glared. "But was it one of us, or the Oracion Seis." He placed a finger to his temple. "Hibiki, come in. Hibiki! Shit, he's not responding!"

"The magic must be interfering with our telepathy." Eve said. "We'll just have to split up. I'll continue to search for Kagura-chan."

"Then I'll go investigate that light." Ren said. "Just be careful, Eve."

"You too."

* * *

"If Nirvana's active," Levy realized in fear. "Then either the Oracion Seis or Laxus found it!"

"If that lightnings bastard is there," Gajeel growled. "Then that's where I'll be!" He ran straight towards the pillar of light.

"Gajeel, wait!" Lily called.

"First Mira, and now Gajeel." Levy said. "We have to go after them!"

"Mira-san, went after Laxus." Kagura trembled. "What have I done? The Oracion Seis found Nirvana, thanks to Laxus…"

"Calm down, Kagura." Carla said sternly.

"If haven't brought him back… and now Mira-san and Gajeel-san are gone." A dark aura began to cover her, one noticed by Hibiki. "It's all my fault. It's all my-"

Suddenly a set of Archive Screens appeared in front of her, then blasted her and causing her to faint.

"What-" Levy said in shock.

"Kagura!" Carla cried out, then glared at the Archive Wizard "Why on earth would you do that!"

"She's our comrade!" Lily scowled at the Pegasus. "We can't just be divided."

"I'm sorry," Hibiki replied seriously. "But there was no other choice..."

* * *

"What's with that light?!" Lyon gritted his teeth. He turned to his bat-constructs. "Keep looking for Gray!" The bats let out a screech and flew around the area while Lyon continued his search.

He didn't notice Sherry's expression becoming darker by the second. _Whose fault was it…_

"Where are you Gray?!"

 _It was him…_

* * *

"What on earth's going on?" Jura pondered at the strange light.

"It's Nirvana, you see." Hoteye answered. Jura's eyes widened in shock.

"Don't worry, it's not active yet. It was only the seal being removed. But I can already smell the money rolling in, oh yeah!"

 _This isn't the time to fight this man,_ Jura thought. _But our mission is to defeat the Oracion Seis. Do I stick with that mission, or stop Nirvana?_

"Money, money!" Hoteye continued to preach. "We shall be so rich! Oh yeah! Oh yeah! Oh-" He suddenly stopped, and to Jura's shock, he screamed in unbearing agony and held to his face in pain.

"Ahhhhhh!"

"What's… happening…" Jura asked in confusion.

* * *

"What have you done, Laxus?" Mira growled at the light.

"Hey, bitch!" She saw a group of dark wizards, all dressed as a pit crew and carrying various repair equipments. "You from Fairy Tail!"

"One of you took out our master Racer! Time for his guild Harpuna to avenge him!" The dark wizards charged towards her.

"Dammit!" Mira transformed into Kitsune, then ignited her gauntlets and bulldozed through them. "You're in my way!

 _Keep calm, Mira._ Beelzea called out. _There's something not right in the atmosphere..._

* * *

"Sorry for startling you guys," Hibiki said as he ran with the unconscious Kagura on his back, with Levy, Lily, and Carla running beside him. "I just had to knock her out for her own good."

"You said that, but you didn't explain why?" Levy countered. "Or why we're running towards Nirvana."

"Kagura may be a handful, but that was still too harsh!" Carla added.

"Does it something to do with Nirvana?" Lily asked.

Hibiki was quiet for a few seconds before speaking. "It does. I know exactly what Nirvana's power is. But I had to keep quiet because of its nature. Not even Ichiya-san, Ren, or Eve know, only my master told me about it."

Lily frowned "Brain said that Nirvana can cause the light and dark to switch places."

"Switch Places?" Levy asked.

"Can you clarify what he meant?"

"That's only in the final stage," Hibiki responded. "Right now, only the seal has been removed, given the black light. But light will target anyone caught in the rift between light and darkness, then change their alignment. So for those of the light caught in negative emotions…"

* * *

"Where are you?" Lyon grumbled as he moved through the rubble of the explosion. He then heard a screech. Thinking his creations had found Gray, he turned around-

Only for one of his flying foxes to tackle him.

"AH!" He grunted as he was pushed back. "What's gotten into you?!" He heard another screech and saw the other bat. Quickly he rose his hand and both ice bats shattered.

"They never lost control before. The only way is if-" His eyes widened, and he turned to Sherry, whose face was covered in shadows. A tree doll stood menacingly behind her. "Sherry?"

"I will avenge Gray…"

* * *

"...Will fall to darkness." Carla finished for the Archive Mage. "That's why you had to knock out Kagura."

"Powerful guilt like that is a strong negative emotion. And the last thing we need is someone who can pin down Racer so easily against us."

"What about Mira and Gajeel?" Levy asked. "Aren't they at risk?"

"I can't say. But if their rage are really for someone else's sake, such as for Kagura-chan's, then the Nirvana won't affect them."

"So that's why you kept quiet." Lily realized. "If we began to classify every action in 'good' and 'evil...'"

"Negative emotions will start to arise from those classifications. Especially from lost, when searching for someone to blame…"

* * *

The ice mage's eyes rolled back as the tree doll gripped tightly on his neck. "Why are you-" He stopped breathing and the doll threw him to the ground

"I shall avenge you, my dear Gray." Sherry grinned viciously. "So who's next? His precious comrades from Fairy Tail…"

* * *

"AHHH!" Hoteye continued to scream as he clutched his head. "Money! Money!"

"What is happening to you?" Jura said, actually in worry for the other man.

"MONEEEEEEY!" Hoteye stopped screaming, then beamed happily at Jura. "Is the root of all evil, oh yeah!"

Jura did the only reasonable thing. He let his jaw drop and screamed in confusion.

"I remember why, why I searched for money." Hoteye said as sparkles covered his body. "I thought that to find my dear younger brother, I must gather all the wealth I could. But now I see it was a mistake!" He held his arms out to Jura. "Let us put an end to this conflict!"

"What?" Jura gapped.

"The world is overflowing with love! Beautiful, good filled love! Nothing is impossible with the power of love!" He then hugged Jura tightly. "Come, my new friend! Let us face my former comrades, and teach them about the beautiful word known as love!"

"...Sure." Jura let out in the tight embrace.

* * *

Eve, however, did not share the same luck at the Earth mages. He was running as fast as he could while blasting snow magic behind him.

 _The three of us couldn't even hit her when she was asleep._ Eve thought in panic. _There's no way I can beat her while she's awake!_

Suddenly the tree's collapsed in front of him, forcing him to stop. He turned around and saw Midnight standing there.

"The hunt begins." The dark mages said.

"Easy there, ma'am." Eve said, causing Midnight to scowl. "Don't think I'll go easy on you."

"Don't think I'll be nice." Eve's scream was heard for miles around.

* * *

"So once Nirvana is fully activated, then the Oracion Seis can use it to turn us evil?" Levy asked Hibiki.

"But if we can we swayed to evil by having dark emotions, then could our enemies also be changed by having positive emotions?" Lily questioned.

"It is possible, but we can't gamble on that." Hibiki answered. "Plus, Nirvana is capable of being controlled for specific mean."

"What do you mean?" Carla asked.

"Imagine if Nirvana was aimed at a specific guild. Guildmates will suddenly kill each other without mercy, or start meaningless wars with other guilds."

"With that kind of power," Levy realized in fear. "They can destroy the legal guilds from the inside!"

"So we have to stop Nirvana and the Oracion Seis as soon as possible," Hibiki said. "Or it will be the end of the light."

 **Cobra: Wow, what a short chapter.**

 **This, was all I have, okay. This is how I end this. You have a problem with that.**

 **Cobra: Eh.**

 **Hibiki: Seem's to be Nirvana's still dangerous as in canon.**

 **Yeah, good choice knocking out Kagura by the way.**

 **Carla: I understand the circumstance that required it, but is it really wise to congratulate him.**

 **You rather have a deadly gravity loli who wields a sword that causes calamities?**

 **Carla: ...Good point.**

 **Hoteye: I remember these scenes. Thanks to Nirvana, I was freed from my greed and remembered the beauty of love, oh yeah!**

 **Oh yeah. One of my favorite scenes. Anyway folks, make sure to leave your reviews, and continue to follow and favorite if you enjoy.**

 **Cobra: He just wants to reach 100 favorites and 150 reviews so he can stroke his ego.**

 **Grrrgh. Anyway, come back next week for the next match, Levy vs Angel. That's right folks, it's an Angel War!**

 **Angel *Smirking*: May the best woman win.**

 **Levy: Don't think I'll go out that easily.**

 **Ohhh, cat fight!**

 **Angel and Levy: Pervert! *Kick me in the shins***

 **Oww!**


	37. Angel War and Broken Memories

**Ah, here's the next chapter of Alternate Tail. I'm sure you guys were waiting anxiously for it, given the next main battle.**

 **Gajeel: Seeing Shrimp kick some ass. That's music to my ears.**

 **Alright. First I want to thank baslavens and badlucklex for favoriting and following Alternate Tail. I also want to thank OneWhoCharms, Cinder Fall 39, and mikel39 for their reviews. Glad you guys are enjoying this story. Any yes, OWC, Gray is always stuck with crazy girls.**

 **Gray: Yeash, can't get any normalcies in my life between these-**

 **Juvia: Gray-sama!**

 **Gray: Gah! Juvia, don't scare me like that!**

* * *

 **Alright boys, give the ladies a disclaimer they never had.**

 **Ichiya and Trimen: Yes Sir!**

 **Hibiki: DigiXBot does not own Fairy Tail.**

 **Ren: Nor does he own any of the characters.**

 **Eve: All of them belong to Mashima-san**

 **Ichiya: But both have a parfum of great writing skill, men!**

 **Trimen: Oh yes!**

* * *

" _Imagine if Nirvana was aimed at a specific guild. Guildmates will suddenly kill each other without mercy, or start meaningless wars with other guilds."_

" _With that kind of power," Levy realized in fear. "They can destroy the legal guilds from the inside!"_

" _So we have to stop Nirvana and the Oracion Seis as soon as possible," Hibiki said. "Or it will be the end of the light."_

* * *

"Where are ya, Laxus?!" Gajeel roared as he raced through the woods. _I can't leave She-Demon alone with him. He'll trick her just like last time._

He stopped at the edge of a small cliff, where he saw Lyon unconscious in a river below.

"Ice Prick?" He asked as he slided down the cliff. "What happened to that speed guy? This isn't the time for a nap!" He stepped into the river and picked the ice mage up, then started to shake him. "Would ya wake up?! I need ta keep going!"

Lyon stirred awake, but then smirked viciously at the dragon slayer. "What's with you?" Gajeel scowled. Suddenly the water beneath them began to shake as Lyon pulled on a rope connecting to a wooden pike nearby, causing a raft to emerge right under them.

"A raft?!" Gajeel shouted as nausea began to emerge. He started stumbling as the raft started moving.

"Pathetic." Lyon said coldly as the Dragon Slayer tried to hold back vomit and fell down to the raft. "The mighty Black Steel, easily beaten by riding a vehicle."

"The hell's wrong with you?!" Gajeel grunted as he tried to get up, but was pushed down when Lyon slammed his feet on his head.

"Now how do I finish you? Killer Bees? Poisonous snakes? Horde of shrews?" He smirked. "Oh, why not?" He brought his hand together and formed a lion-shaped gauntlet. "I should do it myself."

"Solid Script: Fire!" Lyon quickly placed the gauntlet in front of him, letting it take the fire word and melting away. He growled as Levy, Hibiki, the unconscious Kagura, Lily, and Carla stood at the bank of the river.

"What's going on, Lyon?" Levy questioned as Lily transformed.

"You best explain yourself." The warrior Exceed stated.

"Glad you're here, guys." Gajeel grinned, then collapse completely while the raft stopped at a tree stump within the water.

"I must finish Black Steel," Lyon said. "Wait your turn to be vanquished till then."

"Has Nirvana already turned him to the dark side?" Levy said in worry.

Gajeel moaned. "So… wobbly..."

"It stopped moving!"

"Let him off, Lyon!" Lily ordered as he enlarged his sword. The ice mage only smirked as the ground beneath Lily began to shake.

"What the-" Suddenly a swarm of frost ants burst from the ground beneath crawled up on Lily. They then bit intensely on the Exceed, causing him to scream as an ice cocoon swallowed him.

"Oh no!" Carla gasped.

"What are you doing to Lily?!" Levy screamed at the ice mage.

"Subject Pantherlily." Lyon said mechanically. "Race: Exceed. Abilities: Flight, transformation, swordsmanship, and possible military training. Threat Class B. All information that Lyon Vastia contains on subject."

"You're barely making any sense."

"Could this an effect of Nirvana's sway?" Hibiki wondered as he gently placed Kagura down on the roots of a nearby tree.

"Subject Levy McGarden: Lyon's opinion: Intelligent yet naive, somewhat cute, and contains a fierce nature. Abilities: Language translation, Solid Script, and-" He paused. "The Word of the Angels, huh. Congratulations, you've been promoted from C-class to B-class!" He then created a flock of ice eagles that flew towards Levy, but Hibiki moved in front of her and blocked them with his archive magic panels.

"I was wrong," Hibiki frowned. "You're not Lyon-kun. Who are you, imposter?"

"Lyon's information on Hibiki Lates: Member of Blue Pegasus, Playboy, no further information."

"You're right." Levy glared at 'Lyon.' "Lyon's too level headed in this kind of situation to be trapped between good and bad emotions, and Nirvana is only targeting those people! So who are you?!"

'Lyon' smirked as his skin and clothes began to bubble. His frame became more dainty as his hair grew to become wavy and more blue. Soon he was a complete carbon-copy of Levy.

"You think you can fool us that easily." Levy scowled.

"Subject Levy requires proof of disguise." The other Levy said monotonously as her dress, to the confusions of the others, began to split in a v from her neck. "Demonstrating proof." She then pulled at the ends of the split-

"AHHHH!" Levy screamed in shock.

"Holy-" Hibiki gasped.

"How uncouth." Carla scoffed.

"Ugghh," Gajeel moaned, unaware of what was happening. "Shrimp…"

"They are tiny." Hibiki nodded, before getting a swift punch to the shoulder.

"No one asked you!" Levy shouted at him as her counterpart's dress zipped back together.

"Now, now, Ikol." A woman's voice called out. "Enough playing around."

"Apologies, Lady Angel." 'Levy' said as Oracion Seis member arrived at the other side of the bank.

"Angel!" Levy's eyes widened in shock.

"Why hello, Levy-chan." Angel waved in a friendly greeting. "Seems you survived the venom from Cobra's pet. You must be pretty strong, then."

Hibiki turned to Carla. "Carla, grab Kagura-chan and get her out of here!"

"I was waiting for you to say that!" The Exceed replied as she grabbed the unconscious swords girl and flew off.

"Since we have Nirvana now," Angel smirked as she rose a hand. "no reason to keep that brat alive. Angel Messengers!" The swarm appeared from her hand and charged towards them.

Levy quickly wrote in the air. "Solid Script: Explosion!" She threw the word forward to intercept the swarm, and all the angel messengers were quickly engulfed in flames.

Angel scowled at the sight while Carla and Kagura flew out of her sight. "Ikol. Deal with them."

"Yes mistress." Ikol said as she moved her hands. "Solid Script: Speed!" Placing the new word onto herself, she burst straight at the two light mages. "Solid Script: Knife!"

"Look out!" Hibiki pushed Levy away, but he screamed when he felt a 'K' pierce his left shoulder.

"Hibiki!" Levy cried out in worry when she got up

Ikol gave no emotion as pulled out "Knife" through the Pegasus's tattered sleeve and leaped backward to her mistress's side while Hibiki grasped onto his wound as he collapsed onto a tree. "I'm fine." He winced.

"My, my." Angel mused as Levy glared at her. "I guess you're alone, little one." Ikol smiled as its skin bubbled, reverting to its two-faced, white-skinned form.

"What is that thing?" Levy questioned.

"This is Ikol," The other woman explained, opening her hands to the creature. "One of the angels I have the blessing of summoning."

"'Summoning,'" Levy was soon swallowed by curiosity. "Is that like Celestial Magic?"

"That's where the similarities end," Hibiki said to both of them while gritting his teeth. "Angel Magic is a forbidden practice, since to summon them, one must sacrifice part of their life force."

"Well, one can't reach heaven without a bit of sacrifice." Angel stated nonchalantly.

 _I know that we won't be so easily corrupted by Nirvana._ Levy thought as she braced for battle. _And I can't expect her or the other Oracion Seis to become good guys either. So the only way to get past her is to beat her._ She turned to each of her comrades. _Gajeel, Lily, Hibiki, all of them are out. I'm the only one left._

"Ready for a fight," Angel teased. "Let's see what a wielder of Holy Scrioptúr can do. Ikol." She frowned. _Only B Class and below. So that leaves out Jura, Mira, and Black Steel. Fine then._ "Use what you have." Ikol bowed, then its skin bubbled as it became a replica of Lyon. Ikol-Lyon brought his hands together and shouted "Ice Make: Snow Tiger!" Then sent the construct at Levy.

"Solid Script: Shatter!" Levy's attack broke down the snow tiger as she quickly began writing. "Solid Script: Wind!" The word pulled a strong gale with it as it flew towards Ikol-Lyon.

The angel frowned, then transformed into Ren and blasted the wind apart. He rose his hand, and Levy felt the very air being pulled out of her lungs as a vacuum bubble surrounded her.

"There is nothing you can do, Subject McGarden." Ikol-Ren said. Levy managed to keep upright as she wrote in the air, scribing the word lightning that soon formed and burst into the shape-shifter, forcing it to shake wildly from the electricity and release the vacuum around Levy.

Ikol transformed into a replica of Sherry and scowled at the Letter Mage. "Doll Magic: Wood Doll" Levy turned around and saw one of the trees animating, then roaring at her. She moved into the river as it swung at her. "Solid Script: Termites!" She threw the word at the wood doll, and the word broke down into a swarm of said insects that began devouring the construct.

Angel scowled. "Stop goofing around and finish her! Double transform!" Ikol-Sherry nodded, then bubbled its body until the left half resembled Gray while the other resembled Eve.

"Snow Magic:" Ikol shouted. "Blizzard!" From the right hand a snow storm roared towards Levy, trapping her within as she use her arms as a shield.

"Ice Make: Lance!" Ikol brought its hands together and formed daggers that flew into the storm.

"Finally…" Angel smiled, but soon frowned when she heard a shout.

"Holy Scrioptúr: Eitilt!" Levy flew out of the storm, revealing eight blue, blade-like wings on her back. "Solid Script: Sodium!" She sent the word straight at Ikol, who couldn't react enough when it landed in the water in front of it, and soon erupted. The gas from the reaction blinded Ikol from seeing Levy flying towards it.

"Solid Script: Sword!" With the new word she pierced straight through Ikol, causing it to gasp in pain. As Levy made eye contact with it, its face started bubbling, transforming first into Hibiki, then Ren, then Eve, then Sherry, then Gray, then Lyon, and finally Levy. Levy looked horrified as the angel smirked painfully with her own face, then reverted into two coins with a value of ten etched on each of them.

Angel, meanwhile, winced as a violet glow covered her, while beams of violet light began to leak out of her. She quickly got up and sent a deadly glare at the other girl. "So that's Holy Scrioptúr. Not as impressive as I thought."

"That light," Levy, despite being horrified, saw the event. "That must be an effect of the life link."

"It's time I teach a tiny mouse like you a lesson!" Angel shouted as summoned four ten-value coins in her hand. "Shamsiel!" The coins glowed, and soon a massive angel stood in its place.

The angel stood at ten feet tall and resembled a massive gray-skinned baby, with a white diaper, a white toga, and a pair of massive white wings on its back, and a large gray pompadour.

"Wow." Levy stared at the angel in fear and shock.

"Shamsiel, deal with this pest!" Shamsiel smiled, then quickly flew towards Levy. Levy tried to fly up to escape with, but it easily followed her to the sky, and even flew to right above her.

"Solid Script: Lightning!" The word burst from Levy's finger straight towards the angel, but it quickly broke apart and dispirited around it.

"That tingles." The angel said to her shock. Then, two pigs wearing pink lamb suits came out of the angel's pompadour. Their snouts glowed, and they released a beam of white light straight at Levy, and she couldn't move as the beam sent her crashing into the river below.

"Levy!" Hibiki cried out in worry as the Letter Mage try to get up, her wings fizzling out of visibility. Angel smirked as Shamsiel flew to her side, but when her gaze fell to the worried Archive mage, her eyes glinted in curiosity at a design on his exposed shoulder.

"That guildmark," She said, grabbing both Hibiki and Levy's attention. "I've seen that before. On that girl I killed three years ago."

Hibiki froze as his eyes widened in horror. "Karen…"

"Karen?" Levy asked in confusion.

"Now I remember," Angel said with a smile. "She was that green-haired Celestial bitch I ran into. She tried to summon a spirit to fight me, but for some reason she couldn't." She laughed, causing Levy to glare at her and for Hibiki to become more shattered. "She was so easy to deal with. I tried to claim her keys, but then some cat-spirit came and grabbed them from me. Oh well, I couldn't use Celestial Magic anyway, after learning Angel magic."

 _That woman… killed Karen… killed my lover!_ Hibiki mind began to race in lost and anger. _An angel mage killed her. Angel mages are..._ He grabbed his head and shook himself. _Fight it Hibiki! This isn't the time to think like that, not with Nirvana active!_

"How dare you?" Angel faced the Letter Mage, who looked back with a seething fury. "How dare you kill wizards as if it's a sport. How dare you use your life force just to win. How dare you give little value to life!"

Angel frowned. "You are noisy little girl."

"I won't let a woman like you get away with that!" Levy flew straight at the Angel Summoner.

Angel glared and snapped her fingers, and Shamsiel flew right towards Levy. Levy screamed as she prepared to collide-

Then flew straight into the angel's mouth.

"What on earth-" Angel gaped in shock. "Is that girl an idiot? Why would she let herself be-" She winced as she felt that small explosions were occurring inside of her. She then saw Shamsiel fell to the river and held onto his stomach as if in pain.

"What's going on?"

"It hurts." Shamsiel moaned in agony, feeling his body break down from the inside.

Inside him, Levy remained flying in the angel's stomach as she as many words as possible, then threw them at the wall of flesh. "Solid Script: Darkness! Solid Script: Sin! Solid Script: Poison! Solid Script: Corruption!" Each word created a black infection that spread throughout the inside. Eventually they spread to Shamsiel's skin, and he screamed as his body was coated in darkness, he then exploded, and Levy fell into the river with four, black-coated coins.

But Angel faced worse torture. The same instance with Ikol's 'death' occurred, but more intensely as she screamed in unending agony.

"Angels… can't handle… inner darkness." Levy said calmly to Angel's pain. She then felt her wings vanish, and began coughing violently.

 _What's happening?_ She thought as her core shook in pain while her hands ached in agony. _I'm not out of magic yet, yet I feel so empty…_ She couldn't figure out when a punch collided into her face.

"You flat-chest cunt!" Angel screeched as she sent another punch at Levy. "I'll make that venom look like mercy when I'm done with you!" She then kicked Levy, sending her skipping down the river for a few feet.

"At least your stupidity helps me. Magic is forged within before release, so what you thought casting all those dark spells did for your body, now powered by light magic." Angel scowled as Levy continued to look defiantly at her despite lying in the river. "Stop that already!"

"I can't afford to lose to someone like you." Levy snarked back.

Angel prepared to step forward, but she suddenly stopped. Levy looked at her in confusion until she felt two hands clasping her neck.

"Hibiki…"

"Oh my~" Angel laughed at Hibiki's vicious smirk. "Look like your friend fell to darkness already! How pathetic to fall by your comrades hand."

"Don't..." Levy begged

"Just hold still," Hibiki replied, then moved his hands to Levy's forehead.

"What's going on?!" Angel demanded when small, golden download screens surrounded Levy.

"I almost fell thanks to Angel's claim of Karen's murder," Hibiki said to Levy. "But your courage and determination, and your stand against her, helped free me.

"I'm using my archive magic to give a top-level, one time only spell. For either Solid Script, Dark Écriture, Writing, or any other, this is the strongest any Letter Mage can reach."

"These runes," Levy said as her eyes glazed over. "I've never seen them-"

"I know you can do it, Levy," Hibiki smiled as he fell to the water. "Because its last user… was your grandfather… the Scribe Warlock..." Soon all the screens flashed blue for completion, then Levy stood up as she face Angel emotionlessly and began to chant:

" _The flowing time cannot stop history… The scribes of time will make contact…"_ A blue magic circle appeared in front of Levy, and soon two more appeared with unique runes, forming a triangle around Angel. To Levy's left the circle was red, while the one to the right was green.

" _By Thoth's power and wisdom… The eternal knowledge is connected..."_

"What is this?!" Angel screeched, an uneasy feeling keeping her from leaving.

" _I, the master of language… Call upon the power of the quill… Unite present, past, and future…."_ As Levy spoke, two figures fickled in appearance behind the other two circles. Both wore black hoods that covered them, only revealing their mouths speaking the same chant.

" _The sacred words, always evolving… translate, by Rosette Stone's might!"_ The magic circles glowed brightly, and soon released their magic onto Angel. She screamed in agony at the intense power fell onto her, an immeasurable heat burning into her soul. When the beam faded away, she collapsed into the water.

As soon as the Seis fell, both the circles and the two figures vanished. Levy's eyes then cleared to focus, and looked around in confusion.

"What just happened?" She asked herself, then winced. "Why do I feel so drained?" She looked at the tattered form of Angel bellow her, unaware of what happened prior. "What happened to her?" Her eyes then widened with realization. "Gajeel!" She then began moving, holding a hand to her arm as moved towards the nauseous Dragon Slayer. "Hang on!"

Suddenly. Angel, bruised heavily from the last attack, rose from the river, and sent a hateful glare at the letter mage.

"I am a member of the Oracion Seis!" She seethed. "I won't lose to a puny mouse like you!" She aimed a shaking hand. "Angel Messenger!" Levy was unable to move as a single messenger flew at her-

But at an off trajectory that it ended with crashing into the stump trapping Gajeel's raft.

"I… missed?!" Angel shouted. The stump began to crumble away from the impact, and Gajeel was once again moving.

"Hang on, Gajeel!" Levy shouted as she struggled to move fast enough towards him, while Angel collapsed backwards into the river from exhaustion.

 _My prayer..._

* * *

 _A blue-haired girl looked out the grates of her cell. As a seagull flew above the barren island, a feather came off and gently flew down. To the young girl, the feather was glistening under the sunlight._

" _Was to rise to the sky… like an angel…"_

* * *

"Not fall into the water!"

"Gajeel!" Levy cried out as she tried to keep up to the raft. "Just hang on!" Gajeel moaned out as the nausea kept hold on him.

Levy extended her arm towards him. "Grab my hand!" Gajeel groaned as he struggled to hold out his arm, but he managed to extend it and allow Levy to grab hold. "Yes!" She cheered as she held to his large hand.

But she then screamed as the raft entered a sudden drop that pulled her on, and let her see the two were entering a large stream of rapids.

"You can't be serious!" She shouted as they swerved through the wild waters. Her eyes widened when she saw the river ending at a waterfall. She held tightly onto Gajeel as the raft flew off the falls, then fell straight into the waters below.

* * *

Elsewhere, Brain suddenly clenched his face. "Impossible. Now Angel too has fallen." Another mark on his face began to vanish.

He began to growl. "I will not let your sacrifice be in vain. I shall destroy the entire light!"

* * *

"I'm not dead." Said woman muttered as she floated peacefully on the water's surface, then fell unconscious.

* * *

As Mira continued to run through the forest, old memories began to thunder in her mind.

 _Just what is he up to, now that he's alive._

* * *

" _True freedom is a lie."_

" _Tonight we'll finally get our freedom… we'll have to fight for our freedom."_

" _You can't feel Zeref without hatred."_

" _I was nothing but a puppet, unable to resist his commands…"_

" _Hope you enjoyed your false freedom, cause it time to be sacrificed to Zeref!"_

 _You've became strong, Mira…"_

* * *

 _Mirajane._ Beelzea called out, startling the take-over mage.

"Sorry," Mira replied. "Got lost in thought."

 _Even after all he did, you still see him as your childhood friend._

"Don't forget he saved me and Gajeel from the tower. And could have killed Kagura, but he didn't." She sighed. _Just how will I deal with him?_

* * *

"So Nirvana is a magic that can alter people's personalities?" Jura asked as he and Hoteye ran through the forest towards the said light.

"That's right!" Hoteye answered happily. "But right now it's in the first stage, where the black light reverses the alignment of those bordering good and evil, oh yeah!"

"Such as yourself, when you remembered your brother."

"That's right." The Soft-Earth mage smiled fondly. "I know it's hard to justify the search for money, especially with my own guilt of it, but I originally believe to search for my brother I had to obtain as much money as possible. But the obsession to find said money corrupted me and led me astray from my original goal. It was seeing your face that reminded me, brought back the memories of our childhood."

Jura smiled. "I'm guessing I have a resemblance to this brother of yours."

"Well…" Hoteye chuckled. "More like you look like a potato my brother and I split together and eat when we were young!"

"Are your serious?!"

"I am, oh yeah!"

* * *

Ren's eyes widened as various cuts appeared all over his body. Midnight remained nonchalant as the air mage collapsed to the ground.

"Another weakling beaten," Midnight said, then scowled. "And another that thought I was a girl…"

* * *

As the orange sun sank deeper into the horizon, Kagura sighed on top of a cliff. "Maybe I shouldn't have come along..."

"Enough of that, child," Carla reprimanded. "Negative thoughts like that will make you vulnerable to Nirvana."

"And Nirvana's only active because I brought back Laxus, and now the Oracion Seis has it." She frowned. "Since I came I cause nothing but trouble."

"Not true, you manage to stop that Racer fool when no one else could. There's still a lot of good left to do."

"But I ran away!" Kagura protested.

"There was nothing left for you to do." Carla rebuked. "And besides, you manage to see Laxus again." She frowned. "Come to think of it, you never mentioned him to me before, and yet you spoke of owing him a debt."

"I guess I never did tell you." Kagura smiled, then let out a breath. "Eight years ago, a cult of dark wizards attacked my village. My big brother Simon hid me from them, but he ended up captured. When I came out, I was the only one left in Rosemary. I began looking all over for him. It was one year in that search that I meet him…"

* * *

" _Onii-chan!" A violet-haired six year old cried out in the forest. "Where are you?" After a few feet of walking, she stopped and began crying._

 _Suddenly the bushes by her began to shake. Frightened, she grabbed a nearby stick and held it forward. "Don't come closer…"_

 _Out of the foliage came an older boy with blond hair and a lightning mark scar over his right eye. Over his back was a small sack and a single wooden staff._

" _Hey, easy there," He said gently._

" _I-I won't hold back." The girl said as fiercely as she could. She loosened when the boy placed a hand on her shoulder._

" _You're looking for someone too?" He asked. "I'm doing the same."_

 _She sniffed. "I'm trying to find my big brother. Bad people took him..."_

" _I'm trying to find a good friend of mine. We've got separated on the way." He held out a hand. "My name's Laxus."_

 _The girl smiled and shook his hand. "My name's Kagura."_

* * *

"For one month we looked all over the place, walking as far we could."

" _Excuse me," Laxus asked a shopkeeper. "Have you seen a boy around my age here? He has dark hair and looks a bit like her." He pointed to Kagura, who hid nervously behind him. But the two frowned when the man shook his head._

 _Eventually they stopped asking after a few hours. "I'm sorry we couldn't find any clues, Kagura-chan."_

 _The young girl smiled sadly. "It's okay. We'll search tomorrow." She turned curiously at him. "What about your friend?"_

 _He chuckled. "It wouldn't be hard. He would stand out easily."_

 _Kagura smiled. "We when I find my big brother and you find your friend, then all of us can have a big get together!" He laughed cheerfully at her proclamation._

* * *

"But one day, he said something out of the blue."

 _As they were walking through the forest to the next town, Laxus turned to the sky and shouted. "Anima!"_

" _Anima?" Kagura asked._

* * *

"'Anima?!'" Carla questioned, a slight recognition in her voice.

Kagura took no notice of her friend's recognition. "I still don't know what that meant. But then Laxus said it was too dangerous to be with him. He left me in the nearby guild Cait Shelter, and I never saw him again."

"So all the jobs you took outside of Cait Shelter." Carla said. "It wasn't just to find your brother, it was to find Laxus…"

"I heard a lot of rumors. Some about a councilor named Stormorse that looked just like him. Or another Laxus that controlled the same Tower run by the cultists that took Simon, and all the terrible things that he did…"

She smiled. "But that couldn't have been him. Laxus was a really nice guy. I wonder if he still remembers me…"

* * *

Mira pushed through the intense winds as she walked closer to Nirvana. She eventually made it through, and shocked to see Laxus standing by the mechanism, staring right back at her.

As the two faced off, Cobra remained hidden behind a build up of rocks. _The She-Demon's here?!_ He thought in frustration. _How she got past my hearing?! Oh, as much as I want her to gut that bastard, we need Laxus to fully activate Nirvana!_

"Laxus." Mira said sternly to the lightning mage.

"...Mira..." He replied back coldly.

"Why are you here?" She questioned.

"I… I don't know." He replied.

"What-"

"Mira…" Laxus continued. "That's the only word I remembered." This shocked both Mira and Cobra. "Do you… know me? Then help me," He faced her, his eyes empty of any past. "help me remember who I was. Help me remember Mira."

 _That guy-_ Cobra's mind raced in realization. _He lost his memories. No wonder I couldn't hear his inner voice! But was it from the resurrection, or from "Zeref's Ghost..."_

"Laxus." Mira began to walk forward.

"Keep back!" Laxus snarled in fear as he blasted her with lightning. But the electricity only gave her a few twitches and a few scuffs. "Don't come closer!"

"You want to find Mira," She asked. "Then you're looking right at her. I'm Mira."

Laxus looked at her in suspense. "No wonder I heard that word when I saw you at the cave…"

"We were old friends once." She let out. "But then you fell into darkness and lost your mind. You insulted the dead, hurt our comrades, betrayed the council, and killed Simon!" She grew louder by the second. "If you don't remember any of that, then I'll just have to beat those memories back into to you!"

As Mira spoke, Cobra saw images of her life in the Tower of Heaven. _No way, she was there too..._

The Lightning mages looked back in horror. "I did all that… betrayed and even kill…" He clenched his face in pain. "What have I done…"

Mira looked back sternly, yet her conviction remained in turmoil. _Is this really the same Laxus from the tower, or someone else._

* * *

"Ugh…" Levy groaned as she got up, finding herself and Gajeel at the bank of a stream. "What happened?" She looked around and saw her partner. "Look like we survived that waterfall." She then noticed both her and Gajeel's wet and tattered clothes. "Barely."

"Ah!" Gajeel roared as he got up, frightening the Letter mage. His shirt broke apart as he looked around. "Where's that light! And that lightning bastard!" He then found Nirvana's pillar, but found it was now a white shine. "It changed colors…"

"Must have happened when we were unconscious." Levy suggested. She looked at him in concern when he growled at the light, but was shocked when stopped and took a deep breath. She then became startled when he turned his gaze at her.

"Thanks for before, Shrimp," He smiled. "Ya really save my ass back there."

The Solid Script mage blushed as she rubbed the back of her head. "N-no problem. You would have done the same."

"Where's Lily?" HE asked as they walked from the water. "And half-pint and her Exceed?"

"Carla took Kagura to safety, and Lily should be free by now…"

* * *

 **'** **"** **Gah!" In his smaller form, Lily used the Musica Sword to break out of the ice cocoon. "Stand down, Lyon!" He looked around and only saw Hibiki and the unconscious Angel. "What just occurred?"**

* * *

"We'll just have to meet them at that weird light." He groaned as he saw his clothes. "Although that's easier said than done."

"Leave that to me!" Levy said as blue runes danced at her fingers. "Holy Scrioptúr: Archit!" The runes flew from their hand and covered their clothes. A bright light covered them before fading and revealing the two wizards in their new garb.

Gajeel now wore a white leather jacket over a light blue v-neck. His grey leather pants were decorated with golden chains, and his own white biker gloves were also gold studded. His style was finished with navy blue combat boots

Levy now wore a tunic that matched her hair. Her own hair was held back by a white headband, and white cuffs decorate her wrist. Her feet were covered by white sandals, and from her ankles to halfway up her knees, her legs were covered with crisscross white straps.

"Nice." Gajeel smirked as he examined his new atire. "You should try tailoring, Shrimp. Ya make enough of a fortune to cover that rent."

"Thanks," Levy smiled back as she held to her knees, causing Gajeel to look at her in concern.

"Ya okay?"

"I used a lot of magic fighting Angel." She let out, then stood up tall. "I'll be fine, don't worry." She was then startled when the bushes nearby began to shake. Both became tensed for a fight, but became relief when they saw who came out from the foliage.

"Oh, thank goodness you're safe, Sherry." Levy let out. "Try not to scare us like that."

"Hey," Gajeel growled. "You're the psycho from Galuna Island. Where's the dog and the eyebrow guy…"

"That was months ago." Levy deadpanned.

Sherry paid no mind to their discussion, only saying "Wizards of Fairy Tail."

"Huh?" Levy asked.

"I have found you!" To the fairies' shock, the nearby trees animated to two gnarly arms.

"What are you doing?" Gajeel snarled.

"For Gray…"

"No!" The Doll Mage was quickly tackled to the ground from behind by Lyon, who kept an arm around her neck. The surprise deanimated her dolls.

"Lyon?!" Levy shouted.

"You guys okay?" Lyon asked as he kept Sherry down. "Cause she's been going crazy after that weird light!"

"Let me go!" The pink-haired mage shouted. "It's your fault he's dead!"

"You're one to talk!" Gajeel shouted at the ice-mage. "You went and put me on a fucking raft!"

"That one was a copy." Levy explained calmly.

"You can't get away with this!" Sherry yelled. "I shall avenge Gray!"

"What do you mean by avenge?" Everyone turned their heads and were shocked to see Gray coming with a few scuffs and carrying the unconscious Racer under his arm.

"Gray…"

"Knew you wouldn't have died that easily." Lyon smiled at his fellow pupil.

"Barely made it out." Gray explained. "I managed to cut the bomb off Racer in time, then used my ice to shield us from the blast. I used up so much magic I was out for hours." He turned to Gajeel and Levy. "Mind explaining your new treads."

"What, your jealous?" Gajeel scoffed.

Tears fell out of Sherry's eyes as she smiled in relief. "You're alive…" She then fell unconscious, and then a white smoke came out of her body and flew towards the pillar of light in the distance.

"What was that?" Gray asked.

"Probably what caused her to go crazy." Lyon suggested.

"That must be an effect of Nirvana's second stage." Levy said.

"Well, what are we standing around for?" Gajeel frowned. "We need to catch up."

* * *

"The pillar of light has changed from white to black." Carla said as she and Kagura observed the sight.

"What's happening over there?" The swordsgirl asked.

* * *

Lily had managed to pulled Hibiki out of the river. He looked in concern at the pillar. "I hope everyone is managing well."

* * *

Back at Nirvana's sight, Mira looked in concern at her unsteady childhood friend.

"So you lost your memories," Mira turned around and saw Cobra walking towards them, with his snake Cubellios slithering around his body. "No wonder I couldn't hear your voice."

"Cobra!" Mira hissed.

Laxus gazed at the man. "Are you another comrade I betrayed."

"Well, if you call selling me like a pig 'betrayal...'" Cobra muttered, but he remained composed. "If you lost your memories, how did you find Nirvana, and why did you unseal it."

Laxus sighed. "Immediately after I was restored from… wherever I was… a man mentioned Nirvana. Right then I remembered where it was and what's its magic, but that was it. But it was enough for me to know it was a dangerous magic, which no one should have. So I had to unsealed it, in order to destroy it."

"What?!" Cobra yelled, with Cubellios hissing in its master's rage.

"You wanted..." Mira asked. "To destroy Nirvana?"

Laxus snapped his fingers, and a circle of runes appeared in front of Nirvana, and was growing to surround the artifact. "Already placed a self-destruct seal. In a few minutes, it's as good as gone."

"What have you done?!" Cobra raced past Mira and Laxus and began typing at the runes to no avail. "It's too complex! I can't dispel it in time!" He turned to Laxus and grabbed him by the shirt. "Tell me the cancellation code!" Mira was about to remove the snake mage before Laxus spoke.

"You really hate my guts, don't you?" Laxus asked the other man. "Just like Mira does." He smiled. "Her name, it brings kindness. And strength and warmth."

He turned to the She-Demon. "I know you'll hate me in the future. But all hate will just imprison you, just as it did him." He then coughed out blood, causing Cobra to drop him and back away.

"What are you saying?" Mira asked.

He smiled, and soon another destruction seal appeared over his body. "The least I can do, is free you from hate, free you… from me…" He then fell backwards to the ground.

"No!" She cried out as she ran forward to catch him. "Laxus!"

"He used self-destruction magic on himself?!" Cobra seethed as Mira grabbed his shoulder and pulled him towards her. "He's taking the self-destruct code to the grave

"You can't just die like this, you bastard!" Mira yelled as tears streamed out of her. "You committed so many crimes that you can't just die that easily! You have to know everything that you've done or there's no point! How can the people you hurt forgive you like this?!"

"I'm not asking for forgiveness." Laxus let out. "Just want people to be free-"

"Then live and struggle through i!" She yelled. The lightning mage was shaken by her tone and desperation. "Live, Laxus!"

"Mira," He said. "You are… too kind…" His eyelids shut close as he fell back.

"Laxus!"

"What is this about?" She turned around and saw Brain walking towards them. The Oracion Seis leader stopped and faced Nirvana and saw the growing runes. "Oh, a Self-Destruction Seal."

"Laxus casted it, Brain." Cobra explained. "He plans on destroying Nirvana, and taking the cancellation code to his death."

"We don't need the code." Brain said. "You know why I am called Brain, Cobra? It is because of my past at the Bureau of Magical Development." He walked past Mira and Laxus, the former glaring fiercely at the older man. "There I created hundreds of spells with my knowledge, including the self-destruction magic. In fact," He stopped right in front of Nirvana, turning to face Laxus. "I was the one that taught you that spell. Remember, Laxus?"

"No…" Laxus gasped.

"So in other words," He smirked as he placed his hand on the Self-Destruct Seal, and it started to fade away. "I can make it invalid with just a touch!"

"Dammit!" Mira growled.

"Yes!" Cobra laughed. Brain turned around and saw another seal on Laxus. "So Cobra was right. You did plan to take the code to the grave. No point for that now."

"His memory must have been damaged from being in the Etherion," Cobra said, then chuckled. "Or from 'Zeref's Ghost.'"

"His ghost?" Mira asked, unsettled by the dark mage's tone.

"Either way, he doesn't remember working with you."

Brain laughed maliciously. "Is that so, Laxus. Well, I'll just take Nirvana from you then!"

"Like hell you will!" Mira snarled as she activated Satan Soul: Beelzea and charged straight at him.

Brain spread his arms wide and shouted to the heavens, "Awaken, Nirvana!" The earth beneath Mira started to crumble, sending her flying ito the air.

"Mira!" Laxus called out, but soon the ground under him also broke down, causing him to fall to his doom.

"Hang on!" Mira cried out as she grabbed the lightning mage's hand.

"I can hear it!" Cobra cheered. "The future sound of the light falling to oblivion!"

"Arise," Brain roared. "Super Reversal Magic Nirvana!"

 **And now Nirvana is fully activated. How can the Allied Forces deal with this new development…**

 **Gajeel *Growling*: Speaking of development. *Faces Hibiki* What the hell you were thinking staring at Shrimp's chest like that?!**

 **Hibiki *Waving hands to calm Gajeel*: Now, now Gajeel-kun. That wasn't Levy, remember, that was-**

 **Natsu: Wait! Did that happen with Lucy and Gemini in canon?!**

 **Hibiki: Um-**

 **It did.**

 **Hibiki: Why did you tell him that?!**

 **I made a promise to mikel97.**

 **Natsu: That's it!**

 **Gajeel: You are a dead brony!**

 **Hibiki *sweating nervously*: Welp, I best be going. *Runs far away as Natsu and Gajeel chase him.***

 **Eve: Don't worry, Hibiki-kun!**

 **Ichiya: We shall ll save you**

 **Ren: Try not to die till then.**

 ***Eve, Ren, and Ichiya join chase to save Hibiki.***

 **Ah, that was fun. Anywho, leave a review and follow and favorite this story. I'll see you next week on Valentine's Day.**


	38. Mercury Dragons

**Happy Valentine's Day 2017 my loyal fans! This lovely holiday is special for the lovebirds going out on dates. And for us single blokes, it's just Single Awareness Day!**

 **Mira: Don't forget it's also a good day for shippings~**

 **Oh so, true. So that's why I'll be discussing pairings. But not my mainstream pairings. Those will be on my profile page. Here we'll talk about a special set of pairings.**

 **Levy: He dosen't mean…**

 **That's right, here are the crack ships of Alternate Tail!**

 **(Warning: No offense is intended for individuals that enjoy ships that parallel these crackships, or are actually these crackship.) Anyway, let's tour the docks.**

 **Gajeel/Mira, Gajeel/Erza, Gajeel/Ultear-**

 **Gajeel: I am not gay!**

 **Gray: Ultear is a woman, you moron!**

 **Ahem. Lyon/Levy, Lyon/Ultear, Levy/Jellal, Levy/Cobra, Levy/Mira, Levy/Merudy, Levy/Natsu, Levy/Thomas, the last one is my nOTP.**

 **Levy: I'm sure it's everyone's nOTP.**

 **Mira/Simon, Mira/Ichiya,**

 **Hibiki: The last one sounds pretty good.**

 **Not asking you, ya Pegasus. Anywhere. Kagura/Mest, Natsu/Merudy, and the ultimate Alternate Tail Crack ship…**

 **Gajeel and Lyon! Aka Lyjeel!**

 **Gajeel and Lyon: What!**

 **Hey, some people want their boy love. Ask the Gratsu and Fraxus fans.**

 **Gray: Please don't.**

 **Levy: You know, Lyjeel dosen't sound that bad.**

 **Gajeel: Shrimp!**

 **Merudy: Sounds pretty good, actually. You have any story.**

 **Lyon: What!**

 **Yeah, I don't write boy love. But if you're wondering, I'm sure that Gajeel's the seme.**

 **Gajeel: I don't know if I should be glad or disgusted.**

 **Anyway, I want to thank the recent reviews that pushed my count past 150! That being Cinder Fall 39, Fairy of the Friz, one guest, OneWhoCharms, and hyper howard. I'm glad you guys are enjoying this.**

 **For FotF, glad you liked Rosette Stone, Levy's ultimate attack. If you must know, it has more power than you can even imagine. And for OWC, I'm glad my chapter stirred such excitement and feeling.**

 **Laxus: I almost blew up.**

 **Eh, I still got a reaction. And for hyper howard on chapter 29, about a certain etherious, I can't reveal too much yet. Let just say there's not just one like him.**

* * *

 **Alright, Oracion Seis. It's time to give a disclaimer.**

 **Racer: Can we get to the story already?**

 **Disclaimer first, then story. And no spoilers from you, Cobra.**

 **Cobra *Rolls his eyes*: Fine, DigiXBot does not own Fairy Tail.**

 **Angel: That belongs to an old man name Hiro Mashima-**

 **Hoteye: Who writes with lots of love in his work, oh yeah!**

 ***Midnight snores***

 **Brain: Though if he did own it, then the Oracion Seis will win.**

 **Yeah rig-**

…

 **Angel: ...I thought only the latest canon versions goes here.**

 **...Yeah.**

 **Racer: ...Then why is Brain here?**

 **...I don't know.**

* * *

 **Mercury Dragon**

 _Brain spread his arms wide and shouted to the heavens, "Awaken, Nirvana!" The earth beneath Mira started to crumbled, sending her flying to the air._

" _Mira!" Laxus called out, but soon the ground under him also broke down, causing him to fall to his doom._

" _Hang on!" Mira cried out as she grabbed the lightning mage's hand._

" _I can hear it!" Cobra cheered. "The future sound of the light falling to oblivion!"_

" _Arise," Brain roared. "Super Reversal Magic Nirvana!"_

* * *

The white pillar of Nirvana began to glow even brighter, visible from all directions. And throughout the Worth Woodsea, the earth shook and broke apart as energy from Nirvana's arising was projected through it.

"What the hell's going on?!" Gajeel shouted over the sound of the trembling rock.

"Is this Nirvana?!" Lyon questioned. "Does that mean the Oracion Seis has it?!

"We're about to find out!" Gray yelled.

For a mile from Nirvana in six different directions, massive stone tendrils burst from the ground, pushing through the shaking earth.

"There coming from everywhere!" Levy shouted as the tendrils arced towards Nirvana. Soon the earth started to shake beneath them. "Oh no…"

"We have to move now!" Gray shouted as he picked up and Sherry and four tried to move away. But it was for naught as only the Lamias made it clear while the fairies were caught by another rising tendril.

* * *

One of the tendrils shook widly as it rose, heading towards the cliff Kagura and Carla were on.

"We need to move now!" The Exceed shouted as she grabbed the girl and flew from the rampaging tendril. Above the air, the two became shock when the massive dust clouds faded and revealed a monstrous sight.

Where was once the light of Nirvana was now the ruins of an ancient stone city, which was raised up by the six tendrils that dug into the earth below. It towered over the Worth Woodsea, startling everyone who saw its presence.

"Is that…" Kagura began to ask. "Nirvana?" She grabbed Archenemy tightly, and could swear she felt its own power shaking near the massive city

* * *

In the center of this monstrous structure was a skyscraping tower surrounded by four stone columns. At the top of the tower was a hexagon amphitheater, where Brain and Cobra basked in their victory.

"Finally!" Brain proclaimed to the skies above. "At long last the ultimate weapon against the light, the ancient reversal magic Nirvana, is now ours! The foolish Light Guilds that proclaim of friendship, camaraderie, and unity as their strength. That strength will be erased by Nirvana's power! No one can stop us!"

* * *

Mira flew above Nirvana while maintaining her grip on Laxus.

"Mira…"

"Shut down that Self-Destruct circle." She ordered him, referring to the purple set of runes on his chest. When he didn't respond, she continued. "You have the responsibility to stay alive." She flew them into an alcove into a building and reverted her transformation. "No matter how rough it is on the way you don't just quit."

"Why bother?" Laxus muttered as he sat down. "I couldn't stop Nirvana, and now the world is in danger thanks to me."

"It's not over yet," Mira smiled and pointed outside, where they saw three familiar figures racing up the tendrils towards Nirvana.

* * *

"Once we get there, I'm shredding this shit to pieces!" Gajeel roared as he, Lyon, and Levy ran towards the city.

"So what is with those new clothes?" Lyon asked Levy.

"Now's not the time!"

Down below, Gray watched the three moving to their mission. "It's up to Fairy Tail now." He said.

* * *

"We have to go there too, Carla." Kagura said, and the two flew down towards Nirvana.

* * *

"We better give them a hand." Jura said, watching the three move while he and Hoteye climbed on top of another tendril.

"Then we best give them that, and the love of brotherhood, oh yeah!"

* * *

"See that," Mira said to Laxus. "As long as we have one final breath, we won't give up." She stood up and held a hand towards him. "You're in?"

Laxus grinned and grabbed hold of it as he got up. "Can't say no to that." He then shut down the Self-Destruct spell, now reading to face the future.

* * *

Meanwhile, in another part of the city, Ichiya remained tied to the stick that the dark wizards use to carry him. But now that stick was stuck to an extension of a massive tower.

"Those snot-nose brats!" He shouted. "They left me behind as soon that earthquake happened! And where am I now! This is no way to treat a man!"

He stopped shouting when he felt the entire city shake once more, and saw one of the tendrils ripping from the ground, then move forward towards another.

* * *

The pattern continued as the tendrils moved and carried the city forwards through the forest, with both beast and dark mages running quickly to avoid being crushed.

All this shaking vibrated throughout the structure, even reaching the people on it-

"Urgggh…" Gajeel moaned as he held back the rising bile in his mouth, and stop climbing

"Of all the times, you choose now to be sick!" Lyon yelled at him.

"Just hang on!" Levy shouted.

"I can't…" Gajeel groaned. "This vehicle…"

"Just because it's moving from one place to another doesn't mean it's a vehicle!" Lyon shouted

"Pretend it's a giant octopus!" Levy suggested. "Your motion sickness doesn't react to living thing."

"Why would an octopus be in the forest?!" Gajeel yelled back.

"Just try to focus!"

Gajeel stood up and slapped himself. "You're right! I'm not letting this old relic-" He stopped as the tendril they were on moved again, causing him to lose his balance and slid off the tendril to the forest below.

"Gajeel!" Levy shouted as he fell while screaming to the top of his lungs.

"Dammit!" Lyon cursed.

A black blur bulleted from the horizon towards the falling Slayer, and then quickly caught him. "You always get into trouble, don't you, Gajeel?"

"Lily!" Levy smiled. "Nice timing!"

Lyon let out a sigh of relief "That was close. That guy almost gave me a heart attack."

"Thanks for the save partner," Gajeel smirked. "Now I can fly in style."

"Gajeel!" The two looked down and saw Lyon shouted at them while he and Levy stood at the top of the tendrils, standing next to an opening into the city. "You two go ahead and fly to the top. Me and Levy will go check the inside!"

"I'll meet you guys there then!" Gajeel replied, and he and Lily burst upwards along the base of Nirvana, eventually arriving to the city on top.

"What is this place?" Gajeel grumbled.

"This looks like the ruins of an ancient culture." Lily suggested. "But why would Nirvana be here..."

Gajeel's nose twitched, causing him to scowl. "I'm sure the Oracion Seis will tell us, one I kick the answers out of them."

* * *

"The city of the ancient Nirvits," Brain said. "Nirvana's true form. And with this power, I become the judge of light and darkness. All that's left is to move it to the target."

Cobra rose an eyebrow at his leader as he rubbed under his serpent's chin. "Where exactly are we going?"

"The location of my goal, a specific goal…"

Cobra heard the rest and smirked. "That was goal since the start."

"I told you that I would end the light." Brain said as he swiped his staff. A perimeter of golden squares surrounded the amphitheater, and a golden holographic control panel appeared in the center. While below, a perimeter of iron towers glowed as the fire lacrimas on each tower glowed.. "Now onward, the legends of the ancients! Let light become shadows!" He shouted towards the sky. But as he stared up, he saw a black shadow moving towards them. "What the-"

"I know that sound!" Cobra exclaimed. "Move!" Both Sei's moved out of the way as a large jagged sword cut through the amphitheater.

"Aw," Gajeel teased as he and Lily flew above them. "Was that important?"

Brain growled at the Dragon Slayer."You…"

"Iron Dragon's Roar!" Lily held strong as Gajeel unleashed a channel of iron shards, breaking down the stone structure in its path.

"Cobra, deal with this insect!" Brain ordered as he placed a green shield to block the shards.

"On it, Cubellios!" The violet snake hissed as it leaped towards the slayer, then used its tail to slap Gajeel and Lily back.

"Overgrown garden snake!" Gajeel snarled as he transformed his arm. Suddenly Cobra used Cubellios to propel himself towards Gajeel and use a side jab to send him flying back. Thankfully Lily was able to stop the momentum.

"Thanks Lily." Gajeel muttered.

"We're not out of the woods yet." Lily countered. But both his and Gajeel's eyes widened when they saw two, leathery wings coming from Cubellios's back.

"A flying snake!" Gajeel shouted. "How's that possible?!"

"Hey asshole," Cobra yelled. "I heard you get sick when on transportation, so what's different-"

"Lily ain't no vehicle!"

"Doesn't matter. He can't stay in the air forever. And you can't fight right on Nirvana."

"So what?" Gajeel snarled back. "I just have to crash this hunk of junk and you lose."

"Like I'm letting you get to Brain."

"So that's what you call him," Gajeel said, glaring at the said mage below. "Well with his name, I would want to be called that too." Both Brain and Cobra became startled by his statement.

 _He's bluffing._ Brain thought furiously. _There's no way he could know…_

 _He really believes_ that _is Brain's name!_ Cobra shouted mentally.

"Sike!" Gajeel and Lily flew down to the startled Brain, but were intercepted by a flick of Cubellios's tail.

"How did he-" Gajeel growled as Lily steadied the two of them.

"He predicted exactly where we will be." Lily said

"You may have caught me off guard, but I still heard your movement." Cobra taunted.

"Cobra," Brain called out in anger. "Wipe this scum from existence!"

"Time to play then," Cobra smirked, then faced Gajeel. "Let's dance little dragon."

* * *

At the edge of the ancient city, Carla breathed heavily on the ground as her wings faded away.

"Sorry for making you go too far." Kagura apologized.

"It's alright." The Exceed replied. "So… what's your plan once we get to the center."

"Well… I want to meet with some of the others, maybe even Laxus…" She gripped Archenemy tighter.

"Is something wrong?"

"It's Archenemy." The swordsgirl replied. "It feels, disturbed. As if it's been here before and it didn't end well." She scowled determinedly. "But I can get it to cooperate if it means helping my friends."

Carla smiled in agreement, but she suddenly frowned and walked towards the edge. "No… it can't be."

"What's wrong Carla?"

"The direction Nirvana is moving to it's… it's heading to our guild, Cait Shelter."

* * *

"When I imagined a weapon that changes personality," Lyon began. 'I didn't expect an old city."

"Think it belong to the original makers." Levy asked.

"That's right, oh yeah!"

The two turned around to see an unnerving sight. "It's the old man from Gray's guild." Lyon said.

"And one of the Oracion Seis!" Levy pointed out.

"Relax," Jura said calmly. "Hoteye is now on our side."

The other earth mage spread his arms. "The world is love!"

"...What the fuck…" Lyon let out in shock.

"It seems that Nirvana had rekindled his old heart." Jura explained.

The ice mage shook his head. "Nirvana, huh. Just like with Sherry. But instead from love to revenge, it's from money to love."

"Sherry?!" Jura asked in worry. "Is she-"

"She's fine." Lyon explained. "Once Gray came, she turned back to normal."

"Thank goodness."

"You mentioned that this city belonged to Nirvana's creators, right?" Levy asked Hoteye cautiously.

"That's right, oh yeah. This is the city of the Nirvits, an ancient and peaceful society, who sought to spread peace to the world 400 years ago when it was consumed by warfare. To do so, they created a powerful magic, one that can switch darkness with light, and held the name Nirvana from its old creators."

"Talk about irony." Lyon scoffed. "Nirvana was named for peace, but now it's being manipulated for evil."

"It would have been handy if it didn't include the ability to switch light with darkness." Levy added.

"That can't be helped," Jura said sagely. "The ancients did not perceived the misuse of this power. It's reverse capability must have been a side effect."

"Well with Nirvana moving, we must stop it at any cost," Hoteye said. "oh yeah!"

"That's clear," Levy nodded. "You know how to stop it."

"I do. Brain is controlling from a central point called 'The King's Area.' The good news is that while controlling, he can't use any other magic. This is the perfect time to strike, oh yeah!"

Do you know where Nirvana's heading?" Jura asked.

"I'm afraid not. Brain did not disclose this part of the plan to any of us."

"That's not true," A fifth voice said coldly. "He explained it quite clearly to me." They all turned around and saw Midnight standing on one of the buildings.

"Midnight." Hoteye said calmly.

"So you have betrayed the Oracion Seis." Midnight said.

"I have not betrayed them," Hoteye protested. "But I know now that Brain is wrong. Hearts should not be twisted by magic, only grown through time and experience."

"You say father," Midnight leaped down from the building. "Is wrong?"

"So a father and daughter team." Jura said.

"She's the one that was sleeping. Must be confident, then" Lyon said, leading Midnight to scowl and Levy and Hoteye to look at him in confusion.

"You still are referring to Midnight, correct?" Hoteye correct.

"Of course," Jura said. "That is her name, right?"

"... that one is a guy." Levy deadpanned.

"Finally." Midnight groaned. "A light guild member that isn't an idiot."

"That's a dude?" Lyon asked.

"It looks like we made a hasty assumption there." Jura said in embarrassment.

"Well to be fair, he does wear a lot of makeup."

"And he does have good cheekbones." Levy added.

"And-"

"Enough!" Midnight shouted, and he swiped his hands, released black streams that sliced through the nearby buildings like they were hot butter, causing them to fall apart. "I will not have my masculinity questioned!" But as the dust faded, he saw the other wizards were still alive.

"What the hell happened?" Lyon asked as he, Levy, and Jura lay in a large pit.

"Hoteye-dono used his magic to protect us from Midnight." Jura explained as they got up and headed out.

"All of you go ahead!" Hoteye said, standing between them and his former comrade. "I shall deal with Midnight. The members of the Oracion Seis are equals in strength, so I have an edge in combat." He turned the earth in front of him to liquid and sent it towards the other, who simply flicked his hands and pushed it away.

Midnight scowled as he wiped any landing dust off of him. "You dare fight me."

"So the Oracion Seis are now fighting each other." Levy said in shock.

"Hoteye-dono…" Jura let out in worry.

"Hurry and stop Brain!" He suddenly turned to them and beamed. "By the way, I would prefer you call me by my real name, Richard."

Jura smiled. "We'll stop with him, Richard." The three light wizards ran off to the city center.

"You dare reveal your real name to the enemy?" Midnight questioned. "You truely have fallen, Hoteye."

"I simply seek to make a new future, Macbeth."

* * *

Lily pushed himself as he flew himself and Gajeel away from Cubellios's bite.

"Iron Dragon's Club!" Gajeel launched the attack towards Cobra and his serpent, but his opponent hung tightly to Cubellios as the snake slithered around the approaching club and swiped at the Dragon Slayer.

"RAH!" Gajeel shouted as he and Lily were pushed back.

"I told you," Cobra said as he and Cubellios flew above them, "I hear your movements. Your attacks are useless." Cubelious slapped once more, sending the Fairies crashing to the abandoned settlements below.

"Urrah!" Lily pulled hard on Gajeel, letting them fly into one of the houses.

"Keep quiet," Lily advised as they flew behind a pillar. "His hearing must have a limit." The wall behind them cracked apart, and they flew from the pillar to strike, but found it empty.

"What?" Gajeel growled. But he heard the sound of rock crumbling behind him too late…

"I can hear you!" Cobra shouted as he kicked the two out of the building. Gajeel and Lily flew above the city as their opponents followed.

"How are you doing that?" Gajeel shouted while Cobra just smirked back.

"Could he be predicting our every movement?" Lily wondered.

"Nope, just good old fashioned listening magic." Cobra boasted. "I can hear every single action in your body, even the neurons firing in your brain. I can auto-translate those bursts into words, basically hearing your thoughts."

"Oh really," Gajeel smirked. Cobra looked in confusion at him, before laughing. "Oh, man, now that was funny."

"Should I even ask what he heard?" Lily deadpanned.

"Eh, not your taste anyway." Gajeel replied. "But how to beat him…"

"You're gonna attack on the left while thinking about attacking on the right." Cobra finished to Gajeel's shock. "Like I said, hear your thoughts."

"Silence your thoughts Gajeel." Lily advised as he scowled in focus.

"Impressive, your thinking six to seven thoughts at once." Cobra said. "I haven't fought someone like that since that general from the Perngrande Kingdom I diced. Don't think you can win…"

"Just keep him busy while I go head in!" Gajeel shouted to Lily as they flew straight towards their opponent.

"Right hook!" Cobra shouted as he dodged an armored fist. "Left kick!" He turned in time to dodge an armored leg, then tilted his head for another punch. "And a rebounding right straight-" But the sound mage's eyes widened when another armored fist slammed straight into his face.

"The hell-" But Cobra couldn't finish as Gajeel sent a kick to the stomach, then gave a hard headbut before releasing a fury of attacks.

 _He's fighting on pure instinct! And his partner reacts the same to his muscle tensions._ Cobra realized as he continued to be pummeled. _I can't hear what he'll do!_

"Iron Dragon's Hard Fist!" Gajeel sent a final attack straight at Cobra, but was startled when Cobra managed to catch the fist with his hand

"My parlor trick won't be working with you." Cobra said as his arms heated up, causing his sleeves and skin to strip off and leaving magenta scales and sharp talons in their place. "Time to get serious."

"No way…" Gajeel said in shock.

Lily let out. "He is a…"

"Poison Dragon's Scales!" From his other hand, he sent a storm of scale-shape poison clusters at the Iron Dragon, causing the latter to scream in pain as he and his partner pulled back.

"Are you okay, Gajeel?" Lily asked.

"Yeah," Gajeel coughed. "It stings like a bitch, though." But they were caught off guard when Cobra and Cubellios flew straight at them, and Cobra leaped up and gave a poison-coated roundhouse kick to the face.

"The touch of a poison dragon will decay all in contact." Cobra explained as the poison burned at Gajeel's face. The Iron Dragon growled and held an arm forward. "Iron Dragon's Lance: Demon Logs!" The arm became a massive spearhead, and it released a storm of spears towards his enemies. However, Cobra and Cubellios easily flew around the projectiles, letting them destroy the buildings behind them and releasing a cloud of dust.

"This isn't good!" Lily said. "You need to clear your thought to regain your old advantage!"

"That Dragon Slayer thing just threw me off, okay!"

"I'm touched then!" Cobra appeared behind them and sent them crashing into an iron tower by the King's Area with a powerful kick. The tower broke apart from the force, causing the fire lacrima to fall onto them and explode.

"Finally." Cobra smirked. But he became unhinged when Gajeel and Lily flew out of the fire, their clothes partly signed and Gajeel's mouth filled with metal pieces from the broken tower.

Gajeel laughed as he swallowed the iron whole. "Ghi hi, I'm focus now!"

"All this fighting does give an appetite." Cobra said. "Cubellios." The serpent opened its mouth and breathed out a purple cloud.

"That cloud..." Lily's eyes widened in shock. "Is he going to-" He got his answer when the cloud was vacuumed into Cobra's mouth.

"Oh, that hit the spot."

"Oh fuck…" Gajeel groaned.

Cobra held a scaled hand near his mouth. "Poison Dragon's…"

"Get ready!"

"Roar!" A red current of poison seeped through his fingers and flew straight towards Gajeel and Lily, quickly swallowing them. Cobra smirked until the poison faded away, revealing Gajeel in his iron form and Lily in his battle form, though the latter was still weakened from the attack.

"Good work…" Lily groaned.

"You okay?" Gajeel grunted.

"I'm more durable in my larger form…" Lily let out, but the two became to slowly fall.

"Don't push yourself!"

"Hmm, clever." Cobra smirked. "Your partner may be dying now from the virus from my breath, but you used an iron armor to shield yourself. But I can hear that both aren't gonna last long-" He and Cubellios quickly flew back as their opponents charged right towards them. "And almost caught me off guard. Luckily my hearing's too good. Not bad for an old generation."

"Old generation?" Gajeel rose an eyebrow.

"I'm a new and improved Dragon Slayer." The Poison Dragon boasted. "I went to the Gates of Hell to have a Dragon Lacrima implanted into my own body."

"He's no different than Jellal," Lily scowled. "He simply increased his magic power and mutated his existing poison spells to use that power."

"So just another phoney." Gajeel scoffed.

"'Phoney?'" Cobra mocked. "As if there's a real Dragon Slayer. No mere human could ever learn the magic of Dragons. I doubt your power's origin, since the dragons are all gone."

"You're wrong!" Gajeel roared. "I was taught by Metalicana, the first Black Steel! He was real!"

"Liar!" Cobra yelled back as he and Cubellios charged towards them. "The Dragons are extinct! Poison Dragon's Twin Fangs!" He crossed his arms and sent two streams of poison at them, sending them flying away upwards.

Cobra couldn't relax as Gajeel alone flew straight at him. Cobra easily caught him and headbutted his opponent.

"I heard that coming." Cobra smirked, but quickly frowned as Gajeel grinned. "Cubellios-"

The serpent flew up, but not fast enough as Lily flew after it and used his sword to slash at one of its wings.

"No!" Cobra threw Gajeel away, forcing Lily to fly after and catch him. Cobra stroked his partner as the serpent hissed in agony and struggled to remain airborne.

"They'll pay for that!" He hissed to Cubellios. "I won't let them get away with this! But the poison will kill them. First the cat, then that metal bastard"

"That will limit him," Lily coughed. "But not for long."

"Yeah," Gajeel nodded painfully, as he felt his scales fade apart, and his body ache from the traces of poison Cobra injected earlier. "You need to drop me!"

"What!" Lily growled weakly. "Are you insane?!"

Cobra overheard the two with shock and amusement. _He'll shut down his scales and fall right at me, then unleash a point blank roar. Did he forget I can hear him?!_

"Do it Lily!" Gajeel roared. "We need to finish this now!"

"Alright!" With his remaining strength, Lily threw the Iron Dragon right towards Cobra.

Gajeel shut down his scales and began to build up pressure. "Iron Dragon's…"

 _I can hear you!_ Cobra thought as Gajeel prepared to unleash his roar. _A wide range attack I can't dodge!_ He leaped backwards off Cubellios , flying right behind Gajeel. "But useless when I'm not there!" He grabbed the startled slayer at the back of the head as they fell straight down to the ground.

"Gajeel!" Lily called out, but winced as his wings faded away and he too fell.

"Let me crushed that dumb head of yours!" Cobra taunted as he held a talon to his opponent's neck.

Gajeel shook in anger, his vision becoming filled in blood. And soon-

"RAAAGGHHHHH!" He let out an earthshaking, monstrous roar of hundred of decibels; its immense volume letting it be carried throughout the ancient city, striking fear, confusion, and curiosity into friend and foe alike

* * *

"That roar..." Brain said as he heard Gajeel's immense power. "He's using Cobra's strength against him. Just who is that boy…"

* * *

But for Cobra it was agony. His inner ears were shaking from the roar, reading to break like buildings in an earthquake. At close range, Gajeel's roar to him was not human, nor a mere animal…

To Cobra, it was being next to an actual dragon that matched the experience, as a vision of an iron-covered dragon plagued his mind.

"Yeeahhhhh!" Cobra screeched as his immense hearing could not stand against Gajeel's powerful sound.

As this happened, Lily dived towards the two, grabbing Gajeel and aiming towards one of the buildings to slow their fall. Cobra, on the other hand, fell directly to the ground, and became knocked out from the impact.

Gajeel and Lily also crashed down, but with a softer stop. "That was too close." Lily panted, struggling to keep in his battle form. He turned to the Iron Dragon. "That was an impressive roar, by the way."

Gajeel smirked. "Yeah, all part of my plan." But he soon moaned. "Now I'm on this-" He collapsed to the ground as his motion sickness took hold.

"Oh no…" Lily groaned as he fell to one knee. "Just hang in there..."

"You won't even get a minute!" Cobra shouted, rising up and seething at the weakened dragon. "For the pride of the six demons, die!"

"Can't move…" Gajeel remained trapped as his nausea stopped his movement.

"No!" Lily tried to move, but the poison kept him still.

"Time to put you away, you rusty relic!" Cobra covered his hands with poison, ready to strike down the other dragon-

But a small burst of magic burst through his shoulder, stopping him in his tract.

"What…" Gajeel looked past the man and saw Brain pointing his staff at Cobra.

"That's enough Cobra." Brain said as he walked forward.

"Brain…" Cobra growled as he struggled to remain standing.

"I will deal with this." His leader replied. But Cobra heard a different statement.

 _I have no need for six demons that can easily be beaten by such average guilds._ Brain's thoughts said. _Rest in pieces, trash!_

 _Damn him!_ Cobra cursed mentally. _He never cared for us!_ He saw Cubellios hiding behind one of the buildings. _Go!_ His serpent flicked its tongue, then slithered away. _My prayer…_

* * *

 _In one of the many cells on the island, a maroon haired boy smiled as a small purple snake wrapped around his arm._

" _Was to hear the voice of my closest friend, Cubellios…"_

* * *

"That man," Lily growled as Brain, who had another marking fade away, walked towards the motion-sick Gajeel. "He was your comrade..."

"Doesn't matter," Brain smirked. "Because with Nirvana, I can easily find more comrades."

"That doesn't sound like a comrade," Gajeel growled. "Sounds more like a puppet."

"Well, you'll be happy to know that thanks to your strength, you'll be my first puppet."

* * *

Meanwhile, Midnight breathed heavily as he laid before Richard. "I am… defeated…"

"As Jura-san said, the man with the stronger belief shall triumph, oh yeah." Richard said.

"I- I can't lose!" Midnight growled as he quickly got up. "Father will abandon me if I lose!" He ran through an alley in an attempt to escape.

"Running is pointless," Hoteye said as his eyes glowed. "Especially from my Heaven's Eye." His vision became orange as he spotted a glimp of violet moving frantically.

"Found you, oh yeah!" He pointed his hand and the earth beneath Midnight dissolved, easily knocking him out.

"The Oracion Seis will fall this day…"

* * *

"Nirvana supposed to switch people from good and evil, right?" Gajeel questioned.

"That's correct." Brain responded smugly.

"I don't know what evil bastard I'll become, but I doubt he'll follow a tool named Marian."

Brain's eyes widened in shock. _How did he…_

Gajeel smirked as he managed to pull from his pocket a Magic Council ID badge with Brain's face and the name "Marian."

"A name like Brain had to be compensating for something. But I didn't figure it'll be something that pathetic. Ghi hi!"

"Damn you…"

"Must have kept this for sentimental reason, huh Marian. Can't get tired of that! M, A, R, I-" He stopped when Brain slammed his staff into his head.

"Enough of your babble! Once I've converted you to darkness, I'll beat you to obedience!"

"That will not be happening, Brain." Jura called out. Brain turned around and scowled when he saw the Wizard Saints and the two Fairies nearby.

"Gajeel, are you okay?!" Levy called out.

"I'm fine… help Lily… poison…"

"On it!" Levy raced and placed her hands on the poisoned Exceed. "Holy Scrioptúr: Íonaigh!" Lily groaned as the venom was being neutralized from his body.

"Knew that Gajeel would be recruited by a Dark Guild one day," Lyon muttered, then faced Brain. "Give him back, we still need him."

"You won't be saying that when Nirvana- Ow!" Brain growled as Gajeel chomped onto his leg. "Get off!" He threw the nauseous Dragon Slayer away.

"Guys… stop Marian… and Nirvana…"

"Marian," Jura asked. "Is that Brain's true identity..."

"Enough of my name!" Brain roared. "Trying to stop me or Nirvana is futile! Already we are on the course to the final target: Cait Shelter! I shall cast in shadows and let it rot away!"

This news startled the other wizards. "That's Kagura's and Carla's guild." Lily said. He reverted to his smaller form once the venom was removed, while Levy panted from the strain of the spell.

"What are you up to, Brain?" Jura questioned. "Why aim at Kagura-dono's guild?"

"Nirvana's power shall transform it from a light guild to a dark guild."

"This guy is heartless." Levy scowled.

"No way we'll let you get away with that." Lyon snarled at the dark wizard. But he froze when he felt a massive buildup of magic behind him.

"You did not hear me," Jura said as he walked past Lyon, a golden aura covering him. "Tell us your purpose."

Brain just laughed. "Why should I tell a bunch of corpses that?! You will bow before the new judge of light and dark!"

"Such a troublesome man, Marian." Jura said coldly, causing Brain to growl. "Can't even respond properly."

"Don't you dare call me that!" Brain snarled as he aimed his staff-

But he couldn't act when numerous rocks flew from the ground and slammed him into a stone building, shattering it apart on contact.

"No way…" Levy gasped as the four fairies watched in awe.

"What magic is this…" Brain questioned as he got up from the rubble.

"Stand up." Jura ordered. "You won't get a second to breath if you refuse to explain your actions."

"Such power…" Lily said.

"He has the same title as the old man." Lyon stated. "He's defiantly hard to kill."

"Urghh." Gajeel, meanwhile, had to hold back the on-coming bile.

"So Wizard Saints are more than just their title." Brain said.

"They are many guilds that are closer than Cait Shelter." Jura said. "So why target that guild directly?"

"Why answer when you will die soon!" Brain rose his staff and a green smoke appeared near its skull.

"The spell from before!" Levy said in recognition.

"Dark Rondo!" A wave of spectres flew from the staff towards Jura, but Wizard Saint only crossed his arms and shouted "Iron Rock Wall!", creating two stone pillars that crossed together and blocked the attack.

"How predictable!" Brain shouted as he appeared behind Jura. "Dark Capriccio!" A single beam of green energy with red fire circling it came from the jewel in the staff and flew straight towards Jura.

Jura turned around, then pointed two fingers towards one of the rock pillars, then caused it to bend around and intercept the attack.

"He can twist rock as it was clay." Lily gasped.

"Foolish man," Brain boasted. "Dark Capriccio can penetrate through anything, including mere rock!"

Seeing the spell about to reach him, Jura made another gesture and bend the pillar once more, twisting it and causing Dark Capriccio to fly into the heavens.

Everyone's jaw dropped at the sight, including the Oracion Seis's leader. Jura trusted his hand and cause the remaining Pillar to break apart, and sent the fragments flying towards Brain. He couldn't dodge as they came in all angles, eventually trapping him in a stone tomb.

"Now, Supreme King Rock Crush!" From Jura waves of golden energy spread through the earth, then solidify into two hands of golden energy at the sides of the tomb. Jura clapped his hands together and the energy constructs followed. The tomb shattered under the force, and the power blasted away the heavily damaged Brain to the ground.

"He managed to defeat the Oracion Seis's leader!" Levy said in amazement.

"No wonder Gray and Sherry respect this guy." Lyon stated.

"Now then, Marian." Jura knelt to the fallen dark mage. "Why are you targeting Kagura-dono's guild?"

"Jura-san, I believe with Brain defeated, we should stop Nirvana right here." Lily suggested to the Wizard Saint.

"Yes…" Gajeel moaned in agreement. "Can't last another minute..."

"I was defeated…" Brain let out in shock and agony. "That's impossible. Midnight… deal with these maggots… for if the six generals fall, he will…" He couldn't finish as fell unconscious,

"He?" Jura asked in concern. He became more concerned when another marking on Brain's face vanished. Before he could ask, the sound of feet running on stone reached his ears.

"Everyone!" Kagura called out as she and Carla ran towards them. "It's terrible! Nirvana is heading to our guild!"

"Thank goodness you two are okay." Levy smiled as she headed to Gajeel and used Íonaigh on him to remove the poison.

"Well with all this racket its hard to miss you." Carla stated.

"And you don't have to worry," Lyon said calmly as he pointed to the unconscious Brain. "Their leader is knocked out, thanks to Jura here. And Metal Face and Lily took care of Cobra."

"No way…" Kagura gasped, then smiled. "Thank you, all of you."

"Just doing our job," Levy tirely replied after healing Gajeel. "With Brain down, the city will soon stop."

"But we don't know why Cait Shelter was the first target." Carla stated.

"And who was Brain referring to earlier." Jura added.

"We'll have to find those out later." Lily replied. "First is the matter of stopping Nirvana."

"Yeah…" Gajeel moaned. "Do that first…."

"Is Gajeel-san okay?" Kagura asked in worry.

"It's just motion sickness," Levy explained. "He'll be fine once the city stops moving."

"I might have something for that." Jura knelt down to Gajeel and pulled out a root from under his clothes. "Ginger is known to treat the effects of motion sickness." Gajeel bit at the root, and began to stand up.

"Better…" Gajeel groaned, stumbling in a dizzy state. "But not enough…"

"I might be able to help." Kagura suggested. She took a deep breath, then trusted her hands towards Gajeel. The Dragon Slayer felt parts of his body shift from heavy to light before restoring to normal. When Gajeel regained focus, he became startled at his regained balance.

"No way…" Gajeel said as he took a few steps, then smirk. "I'm cured!"

"What was that?" Levy asked the swordsgirl.

"One of my guildmates taught me to use small gravity fields to steady the body's balance."

"I owe ya, half pint!"

"That large guy told us the King's Area is where Nirvana is controlled." Lyon said.

"Then we'll have to head there." Jura nodded.

* * *

In another part of the city, Richard stood above the unconscious Midnight. "If only you could have learned of love, my old comrade." The Earth mage said. "I dream that you and the others would learn that…"

"I also dream…" He became startled when Midnight suddenly got up as if the injuries had no effect. "Especially near midnight…"

Richard couldn't ask more as streams of shadows slashed at his body, creating massive cuts.

"Magic can't hurt me." Midnight said, as the various bruises vanished like they were never there. "For I am the strongest of the Oracion Seis, even stronger than father."

 _My only prayer,_ Richard thought as he collapsed to the ground.

* * *

 _Two young brothers, one with curly orange hair, sat at a dinner table, and had a sense of gratitude towards the potato they will eat soon._

" _Was to see your face once more, brother…"_

* * *

Midnight smirked at the fallen earth mage. "As long as I exist," He said. "Father's dream will come to fruition."

* * *

"Now Hoteye has fallen." Brain muttered as another set of markings vanished. "Don't fail… Midnight…"

* * *

"I don't understand," Jura said as the remaining Allied Forces stood on the King's Area. "They aren't any controls."

"Then how can we stop this then?!" Gajeel growled

Lyon gritted his teeth. "I thought with Brain out it'll be easy to stop Nirvana."

"We shouldn't have expected it to be that easy." Levy sighed.

"You said that Hoteye claimed that the city was controlled here, correct?" Lily asked.

"Yes, and I doubt that Richard-dono was lying." The Earth Mage responded.

"There's something more unsettling." Carla inputted. "There is no cockpit, no one else was in the control room, and Brain was defeated. And yet Nirvana is still moving."

"So that means Nirvana's on auto-pilot." Kagura gasped. Tears began to fill her eyes. "Then it's over for Cait Shelter."

"No way, Half-Pint." Gajeel said, making her stare in shock. "I owe you for that motion sickness treatment. I promise you, I'll stop Nirvana before that happens."

 **Time's running out. Can our heroes be victorious?**

 **Midnight: Excuse me.**

 **Yes, Macbeth.**

 **Midnight: ...What is with people in this story thinking I am a woman.**

 **Well, one of the translations for Fairy Tail I read said you were a girl. So I decided to put that in… and the part with Brain's name, which may or may not be a shameless Deadpool reference…**

 **Midnight:...**

 **Midnight?**

 ***Midnight snores in response***

 **Of course… Anyway. Leave reviews if you enjoy, and don't forget to favorite and follow if you haven't. And for the spirit of both Valentine's Day and writers everywhere, tell all your friends about this Alternate Tail. See you next week!**


	39. Minutes till Midnight

**Welcome to another exciting chapter of Alternate Tail. Just this week, we got two Fairy Tail chapters, and as for what was in them…**

 **Erza: I am disappointed in you Gray.**

 **Gray: What you do mean?**

 **Erza: Using a spell that not only cost your life but also everyone's memories of you.**

 **Lucy: She's right you know. You really think that giving up your existence was the only way to stop Zeref.**

 **Gray: I had to stop him in a way that kept Natsu alive. It was the only option I got.**

 **Natsu: So, I can just beat that dumb curse out of Zeref.**

 **Gray: But if you kill him you'll-**

 **Juvia *Crying*: Wahh, Gray-sama! Why is Gray-sama erasing all the happy memories of him from everyone! Juvia can never remember his warmth again!**

 **Lyon: And now you made Juvia cry. Have you no shame?**

 **Gray: You stay out of this!**

 **Gajeel: For once he's not wrong. That stunt make Salamander look like a genius.**

 **Natsu: Hey!**

 **Alright then, that's enough. Let's remember the other stuff like Gildart vs August. Or more importantly, this story. First I want to thank katherined and Buixy for favoriting Alternate Tail. Second, I want to thank mikel97, OneWhoCharms, Cinder Fall 39, Shadowwolf1997, and Svane Vulfbad for their reviews.**

 **To mikel97, the idea of Gajeel beating Cobra with his singing is pretty awesome. Maybe I'll make an omake about that.**

 **Gajeel: Of him being daze by my badass singing.**

 **Yeah… Anyway, to OneWhoCharms, I'm glad your enjoying Midnight's reaction to people.**

 **Midnight: I am not. Everyone keeps thinking I'm a girl.**

 **Well Levy figured out your gender. Besides, it's your fault for wearing a lot of make up.**

 **And to Shadowwolf1997, perhaps I will do some of the Fairy Tail movies and filler arcs. I'll even do some story of my own design.**

 **I also want to credit mikel97 for the idea of the opening.**

 **Gray: Thank's a lot!**

 **No problem.**

* * *

 **Okay Mira, I'm thinking you can do the disclaimer.**

 **Mira: Why thank you. DigiXBot does not own Fairy Tail. Only Hiro Mashima does.**

* * *

 **Minutes till Midnight**

" _So that means Nirvana's on auto-pilot." Kagura gasped. Tears began to fill her eyes. "Then it's over for Cait Shelter."_

" _No way, Half-Pint." Gajeel said, making her stare in shock. "I owe you for that motion sickness treatment. I promise you, I'll stop Nirvana before that happens."_

* * *

Many miles away was a small village with many houses and a cat head-shaped building in the center. That building was the Cait Shelter guild hall.

Inside, the various members were in nervous discussion while their master, an old man wearing a headdress and a necklace made of teeth, sat at the back of the hall in deep thought.

The discussion was interrupted when a male member frantically entered the hall. "Everyone!" He shouted. "I got bad news! Nirvana is heading this way!" The news brought almost all of his guildmates into turmoil.

"What?!"

"The Allied Forces failed?!"

"Even with Jura and Mirajane?!"

"What do we do master?!" One member asked the old man as he calmly poured a bottle of whiskey into a glass.

"Nabura…" He muttered. Then he drank directly from the bottle.

"If you're drinking straight from the bottle, don't go serving it!"

"Nabura…"

"Anyway," The guild member said worriedly. "Nirvana is heading this way, Master Roubaul..."

"What?!" Roubaul yelled, with the whiskey he was drinking falling from his mouth. "Nirvana is heading here?!"

"At least swallow before speaking!"

Roubaul ignored him and sighed. "Nirvana's heading this way. Could this be a coincidence or fate, nabura…"

"I just hope Kagura is safe." One of the members said. "She has Archenemy, but still..

"Yeah, if something bad happens, we won't be able to help her." Another nodded worriedly.

Roubaul drank from the bottle once more, then spoke as whiskey poured from his mouth. "Don't worry-"

"Drink it properly!"

The old man continued. "Light magic is still alive, and Nabura shines as bright as ever!"

While a wave of optimism began to spread through the guild hall, anxiousness was still present. "This isn't a coincidence." A member said.

"The Oracion Seis must have figured out who we are." A female member nodded. "That's why they're coming."

"Nabura…" Roubaul mused. Everyone sweatdropped, not knowing just what Nabura means.

Suddenly the ground shook and panic arose in the crowd.

"Master," A young, nervous member called out. "The barrier won't last against Nirvana, we need to evac-"

"You fools!" Roubaul's roar stunned his members to silence.

"The representatives of the Allied Forces are risking their lives to stop Nirvana and the Oracion Seis, and that includes young Kagura and Carla. If we run, then we are throwing our faith in them away!

"Besides," He sighed as he placed the bottle onto the table. "Perhaps it's time we face our old sins."

* * *

As Nirvana continued to move towards Cait Shelter, the remaining members of the Allied Force continued to discuss on the King's Area.

"Even if we wanted to stop it," Levy said. "We don't how it even works for the attempt."

"So we'll just trash this city till it can't move." Gajeel replied.

"Destroying a city was bound to happen to us." She deadpanned.

"That won't work," Lily shook his head. "The city is too massive to bring down by brute force in time."

"Kagura," Lyon faced the young swordsgirl. "You managed to stop Racer before with your gravity magic. Think you can do that again?"

Kagura shook her head. "No. I can't generate a field big enough for all of Nirvana." _That and I still haven't recovered from that ceremony._ She didn't add.

"Well, all that's left is ask Brain." Jura suggested.

"You mean Marian."

Jura sighed. "Yes, Gajeel-dono. That as well."

"It doesn't matter what his name is." Carla stated. "There's no way he'll tell us willingly."

Kagura muttered. "Maybe Laxus could…"

* * *

" _He tried to kill all of us, especially Mirajane. He even manipulated the council to fire the Etherion on us in an attempt to resurrect Zeref!"_

" _If that lightnings bastard is there, then that's where I'll be!"_

* * *

Kagura stopped, though Levy took notice of her prior sentence. "Is something wrong?"

"It's nothing!" Kagura frowned and raced towards the stairs to the city floor. "I need to find something!"

"Wait for me, child!" Carla said sternly as she flew after her, the two disappearing down the stairs.

"This isn't the time to be separated." Jura muttered. But before the five could go after them, they heard a familiar voice in their heads:

" _Can you hear me, everyone. It is I, Hoteye, oh yeah!"_

"Richard-dono!" Jura called out. "Are you okay?"

" _I'm afraid that Midnight was too powerful, and I was defeated."_ Richard replied to their shock. " _The rest of you must work together to stop him, in order to stop the city, oh yeah."_

"Brain must have been controlling the city through an organic link," Lyon guessed. "And now Midnight is running it."

" _That's right. He's right below the King's Room. But be careful… he's strong… even more so than Brain."_

"He's right below us!" Levy exclaimed.

"Wait!" Gajeel shouted. "Who's Midnight?"

"He was the guy that was sleeping." Lyon explained.

"I thought that was a chick."

"We'll discuss that later." Lily said. "Right now, we have to move!" The four fairies raced down the stairs.

" _Midnight is the last of the Oracion Seis."_ Richard said to Jura as he ran to join them. " _So be careful."_

* * *

" _I will, Richard-dono."_ Jura's voice said as it echoed in Brain's mind.

Brain held a proud smirk as he kept a finger to his forehead, then replied back in Richard's voice. " _Stop Nirvana… before it's too late."_

" _Richard-dono!"_

Brain laughed painfully as unconsciousness consumed him. _I… won't… lose…_

* * *

As they raced down the stairs, the five wizards arrived at a pair of doors to the outside. "Finally!" Gajeel roared as he leaped out the stairs and punched at the doors. When they didn't break, he growled and tugged on their handles. "Let's put that bastard in a sleep he won't wake up from!" But as he pulled the doors opened, a white light, crept through, startling them.

"Everybody get down!" Jura shouted. But it was too late as the light glowed before a massive explosion occurred where they were.

* * *

"What was that?" Mira asked, hearing the explosion from another part of the city.

"It came from the King's Room." Laxus responded.

"Father is so selfish" The two turned and saw Midnight standing behind him. "Taking some of my enjoyment and leaving scraps behind." He smirked. "At least I have two prey left. Hope it'll be entertaining."

Mira glared at the man, but Laxus stepped forward and held out an arm to stop her. "Stay back, Mira." Laxus said as electricity danced on his form. "I have this."

* * *

Back by the King Area, the sound of growling echoed from where the explosion was.

"Hey," Gajeel called out as he laid on the ground. "Anyone else there."

"Try to keep it down," Lyon groaned as he stirred awake. "Just five more minutes..."

"We're still alive…" Lily stated. "But the fact we were so gullible…"

"Should have known Brain had one last trick up his sleeve," Levy said as she rose up. "Ow!" She shouted when she hit her head on solid rock. "And apparently we're crazy enough to get buried alive."

"Then where is Jura-san?" Lily asked.

"Won't find out in here." Gajeel punched through the rock above, creating an opening that the four could escape through. But when they came out-

"No!" Lyon shouted in shock.

"Are you okay?" Levy asked to Jura, who stood with his back towards them and panting heavily. He held his arms wide as the stone pillars in front of him began to crumble

"He's risked himself," Gajeel let out. "To save us..."

The pillars broke apart and he turned his head to them. "The strength and courage you all possess," He strained out. "Fairy Tail is fortunate to have you. I am relieved," to their horror he collapsed backward to the ground. "That you are still alive."

"No!"

"It can't end like this!"

"Jura!"

* * *

"We have to hurry or Nirvana will reach Cait Shelter." Kagura muttered as she and Carla flew above the moving city.

"As important as that plan is," Carla said as her wings became to falter. "I'm afraid I can't continue…"

Kagura's eyes widened in concern. "Oh! Sorry about pushing you Carla. We can continue on foot."

"It's alright," The Exceed replied as they landed onto the ground. "Though finding Laxus will be more difficult."

"We can't give up." The swordsgirl said determinedly as they raced through the city. _You might have forgotten me, Laxus, but I haven't forgotten you. Just be safe..._

* * *

"Laxus…" The lightning mage didn't respond as he trusted his hand and sent a bolt of lightning straight at his opponent. Midnight remained calm as the bolt approached him, then unexpectedly veered to the right.

"But how…" Laxus asked before wincing. "At such close range...

"Laxus!" Mira called out in worry. Midnight chuckled

"I have this!" Laxus shouted, and the She-Demon nodded back. He raised his hand to the sky. "Raging Bolt!" A burst of energy flew to the sky from his hand, then struck directly at Midnight and releasing a cloud of dust.

Laxus stumbled as pain raced through his body. He looked up and saw that Midnight was unharmed.

The dark mage smirked as he waved his hands, releasing red shadows that trapped and spun Laxus into the air. Mira looked in horror as the shadows then unceremoniously threw him to the ground.

"You have truly fallen, haven't you Laxus." Midnight said in a condescending tone. "Have you forgotten how to use magic too?"

 _He shouldn't have gone that easily, even with memory lost._ Mira thought as she watched her friend in worry. _The self-destruct seals he placed on Nirvana and himself drained him more than he thought._

Laxus was pushing himself to get up. "So you still have strength…" Midnight said. "Let's end it them." He sensed a burst of magic, then turned and saw Mira in Satan Soul: Beelzea charging at him.

"Keep away from him!" She shouted as she prepared to slash him with her talons. But as she was about to hit him, her hands felt a strong force that steered it away from Midnight.

"Time for the main course, huh."

"Get back Mira!" Laxus called out. "He's too dangerous!"

Mira didn't hear him as she continued to try to slash Midnight, but every movement of her hands was deterred. Irritated, she leaped up and spun her tail towards him. Midnight's eyes widened for a centimeter before he trusted his hand forward and sent her back a few meters.

"What-" She couldn't even finish as her talon and clothes began to twist and bind her like a straightjacket.

"No!" Laxus roared as Midnight smirked at her agony.

 _Beelzea, what's happening?_ Mira asked mentally.

 _It must be reflective magic. Transform and get away._

 _On it!_ "Satan Soul: Halaphas!" Transformation in her angel-like Satan Soul, Mira quickly flew into the air.

"You're using reflective magic, aren't you?" She questioned Midnight.

"That's right," Midnight replied. "My magic has the power to twist and distort anything. It can deflect any magic heading my way. It can even manipulate the waves of light, allowing me to create illusions."

"Then let's see if your aim is as good."

* * *

"His wounds are too fatal." Lily said as the four examined the beaten Jura. "Levy, can you…"

"I barely have enough magic for a spell." She replied sadly.

"He's not gonna last long," Lyon growled. " If we weren't so gullible..."

"Oh my," The four tensed when they heard a menacing voice. "How foolish you were Brain. Using the last of his power, yet failed to eliminate more than one enemy!"

"There!" Lily pointed, and they saw Brain's staff floating above the stairs.

The voice continued from the staff. "He has brought shame to the Oracion Seis. But we shall win as long as Midnight stays active. I shall deal with you three myself."

"A talking staff…" Lyon gapped. "You think we would be used to that."

"I never seen animation magic like that." Levy said.

Suddenly Gajeel grabbed the staff and began whacking it to the floor.

"Start talking ya shitty piece of driftwood!" Gajeel roared. "How do we stop this city?!"

"Enough Gajeel!" Lily commanded. "We don't even know what it is."

"'Shitty?! 'Driftwood?!'" The staff protested as it escaped Gajeel's grasp. "I'll have you know that I came from a long line of staffs made from Sissoo trees, the best quality in all of Fiore! And if you must know, I am Klodoa, the Seventh Member of the Oracion Seis!"

"A 'seventh member of the 'Six Demons.'" Levy deadpanned skeptically.

"Yes! That's why I'm a secret member!"

"Are we really accepting the fact it is a talking staff?" Lily said.

"You're a talking cat!" Klodoa shouted. "Now sit still so I can-"

Gajeel grabbed Klodoa again and began hammering him to the floor. "Oh, shut up already!" Klodoa quickly flew away.

"Oh, you are such a violent brat!" The staff seethed. "Murdering you before we reach the target will bring me joy!"

"You mean Cait Shelter?" Levy scowled.

"Oh yes. Destroying that puny guild is merely the start of our glorious plan."

* * *

Mira sent dozens of pink energy projectiles right towards Midnight bellow, but every time they come close they are diverted away.

"No matter how many you sent they will always miss," Midnight stated. "And don't forget I can redirect them." Some of the projectiles began flying back to Mira, who flew at breakneck speed to avoid them as she continued her rain on the dark mage.

"Impressive," Midnight drawled as he reflected the attacks back. "Your speed rivals Racers." He pointed his hand and Mira was forced to stop when her leotard and gauntlets began to constrain her body, leaving her vulnerable to the returning energy blasts.

"AHHH!"

"That's it," Midnight smirked. "Give me a lullaby of your suffering!"

"Mira!" Laxus shouted.

 _Mira-Sama, we have to be careful!_ Halaphas called out.

 _I know!_ Mira managed to move her right hand and release another blast at Midnight, but he easily turned and let them pass him.

"Spiral Pain!" With a flick of his hand, he created a red-shadow spiral around her that sent her crashing down into one of the buildings.

"No!"

Midnight smirked at Laxus's cry of lost, then turned to the rubble where Mira landed. "I hope you're still alive, She-Demon. I need some entertainment before we reach Cait Shelter."

"Cait Shelter?" Laxus questioned.

"The first guild to fall by Nirvana's light."

"But why that guild out of any other?"

The Reflector mage turned to him. "Nirvana was created ages ago by an ancient race that valued peace, known as the Nirvits. It was meant to bring peace to a war-filled world. However, Nirvana proved more dangerous than they thought, so they sealed away the magic they created with their own hands.

"But they didn't abandoned it. To prevent evil forces from using Nirvana, they continued to watch over the seal for decades, then for centuries, until their descendants were left to the tasks…

* * *

"...And those descendants of the Nirvits formed a guild named Cait Shelter." Klodoa said.

"They're… descendants of Nirvana's creators?" Levy gasped.

"I'm surprised you haven't figured that out," The staff mocked. "The sword that gravity-brat wields is Archenemy, a Nirvit artifact. How ironic that such a peaceful race made such a weapon of destruction."

"It's really that's old…" Gajeel growled.

"So that's why you are targeting Kagura and Carla's guild." Lily scowled. "They're the only ones that could restore the seal."

Klodoa responded. "And that's why…"

* * *

"They must be destroyed," Midnight explained to Laxus. "so such a beautiful weapon is not sealed away again. Now the power to bring chaos to the world belongs to us!

"And it teaches those weaklings a lesson. The Nirvits have clung too long to neutrality that they deserved to be thrown into war! Nirvana shall fill their hearts with darkness and have them destroy each other!"

"You disgusting…" Laxus growled, causing Midnight to look back condensentily.

"Don't act so high and mighty, Laxus. Your heart is filled with so much darkness, my own comrades hate you."

"Cobra claimed I sold him like a pig." Laxus said. "Did I do the same to you and the rest of the Seis."

Midnight scowled at the fallen Lightning mage. "Father claimed you were his greatest student. But as your sponsor, he demanded a price. And that price was five children with high magic potency."

"No… that's not true..."

"Yes. You sold us as if we were property just to increase your knowledge. You manipulated children in building the R-System. You even try to kill Mirajane, your closest friend.

"And you know the best part?! You weren't even in control! Now you're nothing but a puppet without strings and with a soul filled with darkness! All those people casted to misery and agony, and you were the biggest slave out all of them!"

The air twisted around Midnight's hand. "I would recruit you to my new Oracion Seis, but such a broken toy has no us to me…"

"Don't listen to him Laxus." A familiar, warm voice called out. "There isn't darkness in you. There's light…"

"Mira…" Laxus gasped in amazement as the She-Demon emerged from the rubble in her human form.

Midnight scowled. "So you still breathe. How troublesome as the rumors say you are, She-Demon. It'll make killing you all the more enjoyable."

"You won't get that chance." Mira growled. "Satan Soul: Lilith!" Bright light covered her before revealing her new form.

She stood wearing a violet cloak that covered her entire body save for her hands and her eyes. Small, black bat wings came out from her back, and a blood-red Pentastar symbol was at the center of her cloak. Her long nails were painted pitch-black, and red makeup covered her sealed shut eyes.

"Oh, what's this? A new form, and blind at that. Let it fail like all the rest."

Despite the cloak, Mira moved at immense speed towards Midnight with an extended arm at him. When she got close, Midnight blinked and the approaching hand was pulled away as if by her cloak.

"I told you, it's-" He couldn't finish as the sleeve of the cloak disappeared from her other arm, and Mira used it to slash Midnight's waist with its nails.

Both pulled away from each other, with Midnight clenching at his new wounds and Mira materializing the sleeve back.

"I know your weakness." Mira said. "Or technically both of them."

Both the dark mage and Laxus looked at in shock. _She figured out that much in that little time._

"The first I realized when you blasted me away to avoid my tail. Your reflect can't affect anything organic, so you use clothing such as my gauntlets to redirect attacks. That's why I had to remove a sleeve so I can hit you."

"Impressive, but why would that bother me when, as you pointed out, I can use your clothes to strangle you, especially that baggy outfit!" Mira's cloak tightened immensely on her body, nearly suffocating her.

"And that brings to the next weakness…" The wrapped-up mage stopped as she fell to her knees.

"What was that?" Midnight taunted. "I couldn't-" He stopped when he felt immense magic approaching behind him, and he couldn't move as a burst of violet magic phased into his body.

The Reflective Mage's red eyes became a pure white as he too fell to his knees. Laxus looked at both silent wizards in shock. _No way…_ He thought. _Mira could use mental magic…_

* * *

"Ragh!" Midnight screamed. But he soon became frightened when he saw he was in a space filled with shifting violet waves. "No way… the astral plane…"

"And the second weakness, is that you can only use reflective magic on one field, either you or someone else." Mira appeared in front of him. "I notice while fighting as Halaphas that you dodged one of my attacks while constraining me. So while you used my cloak as a bondage, I entered your body from the back.

"How did you do that?" Midnight seethed.

An exact copy of her appeared at her side.. "This is Lilith," She pointed to the copy. "a new member of my team that uses telepathic magic, and a constant visitor to the astral plane."

"Hi there!" The blind demon waved eagerly and spoke in a cheerful voice. "Nice ta meet ya. I'm Lilith, Demon of Nightmares and the Occasional Wet Dreams!"

"Occasional my ass," Mira scoffed. "You were using sexual dreams to mess with the men and woman of the village I found you in before you ate their souls."

 _A dishonorable practice._ Kitsune scoffed in her head. _Relying on such perverted methods..._

 _Who cares?_ Sitri asked. _Thanks to the new girl I get porn anytime I want!_

"Aw, you're so sweet Sitri-chan!" Lilith gushed. "So Mira-chan, when do I get psycho-analysis this emo-cutie?"

"...Is there something wrong with you and your demons?" Midnight questioned, for once slightly afraid for his opponent's sanity.

"Eh, I'm from Fairy Tail," Mira shrugged as Lilith vanished. "So this is normal for us."

"It doesn't matter," The Reflective Mage scowled. "Because no matter what realm, I am always victorious." His body glowed red as he charged at Mira and sent them crashing downwards. They continued to fall until they crashed into a construction sight, one on a familiar island.

"I don't believe it," Mira gasped. "The Tower of Heaven?"

"So, you use my memories to try to weaken me." Midnight stated.

"'Yours?'"

"Get inside!" She turned and saw a slave-driver whipping at four children to get into a cell.

"Back off!" A maroon-haired boy shouted back as the purple snake on his arm hissed.

"Be careful, Erik!" A blue-haired girl begged.

"I'll be fine!"

"Hey!" Another cultist came carrying a black-haired boy with a pointed nose. "This one's time in confinement is up."

"Then send him in with the other rats!" The cultist threw the boy into the cell, then he closed the cell shut and the two slave-drivers left. Erik and the girl went to help the other boy up.

"Are you okay, Sawyer?" The girl asked in worry.

"I wasn't fast enough, Sorana." The black-haired boy responded. "I was too slow…"

"You did your best, Sawyer." A chubby boy near the back said as he rubbed the back of a boy with greasy black hair, who was shivering and covering his ears from the screams of agony.

"It's not enough, Richard." Sawyer protested. "I can never run from this place! Just as you and Sorano won't find your siblings, and Macbeth won't get a good sleep, or Erik won't hear from that stupid snake!"

"She's not stupid!" Erik protested. "Cubelios has a voice like a real person! I just need to hear her voice!"

"Cubelios…" Mira gasped as she turned to Midnight. "All five of you were in the Tower of Heaven. That's why Cobra hated Laxus..."

"That's right." Midnight confirmed. "All of us were captured by the same cultists that captured you and Laxus. We were forced to spend months building the wretched R-System, and after the cultists were defeated Laxus manipulated all of us to finish what they started." He laughed. "Of course, like I said, he was the biggest slave of all of us."

"You keep saying that," Mira scowled. "Are you talking about Zeref's ghost?"

"Oh no," He replied. "Nothing that dramatic." He snapped his fingers and the scene changed.

* * *

"Be careful Mira." Laxus prayed as he watched the two unconscious bodies. Suddenly a red claw of magic came from Midnight's body and burst cleanly into his chest. Laxus collapsed as the claw pulled out a golden sphere of energy and dragged it into Midnight.

* * *

The scene changed again, and Mira and Midnight were standing by a table. It was divided into three groups of three, with another Midnight, Brain, and Cobra in one group. Most of the others were covered in shadows, except for a woman with violet hair.

"Despite being a non-aggression pact, the Balam Alliance requires us to meet so the actions of our own or our subordinate guilds won't conflict with each other." The present Midnight explained to Mira. "Since we concealed our true magic, Brain brought Cobra along to gather secrets from Grimoire Heart and Tartarus. It was this day that we learned from a certain woman."

The scene changed, and Cobra and the other Midnight were speaking to the woman from before. "Her name is Ultear Milkovich."

"Ultear," Mira frowned. "That was a woman Laxus manipulated when he was Stormorse."

"Oh no," The present Midnight taunted. "It was reversed. Years ago, this agent of Grimoire Heart created a puppet show of Zeref's Ghost to corrupt young Laxus into completing the tower. She had no intention of resurrecting Zeref, only using Laxus to distract the council for her guild."

 _All that Laxus did,_ Mira seethed internally. _It was for nothing! Everything, including Simon's death, was because of that bitch!_

"So all this time…" Mira turned and was startled to see Laxus standing with them. "I really was a puppet."

"By definition." Midnight said as the scene changed back to the Tower of Heaven. "But all Ultear did was change your morality and implanted the urge to build the Tower. Everything else was your own choice…" Laxus frowned as he turned his head to the floor. "All for a prophecy you thought was real."

"Don't listen to him, Laxus." Mira ordered. "You weren't yourself, the real Laxus. You were a puppet either way."

"It doesn't remove my crimes." He protested.

"Then don't forget them. Learn from them and fight for a future free from them-" She stopped as a series of gongs began to rang in the astral plane. "What is that-"

"Some sort of clock." Laxus asked.

"You should have let me killed you sooner." Midnight taunted as the series ended with a twelfth gong, and red shadows started to cover his body. "Because at midnight, the zero hour, I am at full power!" Midnight transformed into a massive black monster that towered over the two.

"Such power!" Laxus shouted. Midnight gathered a red sphere of magic in his hand, then threw it at the two. The sphere exploded and blasted the two to the edge of wall.

"I told you I am victorious no matter which realm I am in!" Midnight boasted in a heavy voice. "And in the Astral Plane, my illusions are reality! I can destroy you here and leave your bodies as husks!" A steel tendril burst from his right wrist and pierced through Laxus.

"Gah!" Despite being only a spectre, Laxus still coughed out blood as the tendril grinded his insides.

"Laxus!" Mira shouted, but another tendril also drilled through her core, forcing her to scream.

"Don't go losing just yet!" Midnight laughed viciously. "The fun starts here!"

"Ragh!" Both struggled to pull free from the tendrils

"You talked about crimes before, Mirajane." Midnight roared. "Well you're a bigger evil that Laxus! You knew what happened to us in the tower, yet you abandoned all of us for Fairy Tail! Angel and Hoteye never saw their respective sister and brother again, yet you see your own siblings on a daily basis! I never got a good night sleep while you had pleasant dreams! You left Rob and Simon to their deaths!"

 _Come on Mira-chan!_ Lilith yelled. _Don't let this tool push you around! My power makes you a queen here! Show him that you're more than your past!_

Mira growled in agreement as she grasped the tendril going through her, a violet aura now covering her. "I admit I got a lot of sins in my heart. So that's why I won't rest till I confront them!" She easily pulled the tendril out of her and leaped away.

"Impossible!" Midnight screeched.

"Anyone who digs up the past to cause pain, can't be called a wizard!" A magic construct in the shape of the devil covered her as she charged straight towards Midnight, who roared as it swung his monstrous fist at her.

But Mira easily dodged the attack, and with an open hand she burst through Midnight's heart.

"No…" Midnight growled as the Tower of Heaven collapsed around them…

* * *

"...I was to be the strongest." He finished back in his own body, with blood leaking from his nose. All three were back in the mortal plane, with no signs of the incident except for Midnight. "Stronger than father. Stronger than anyone…"

"Someone who laughs at others pain can never be the strongest." Mira said as she reverted Satan Soul: Lilith and stood up. She turned to Laxus, who was managing to get up.

 _It was only our minds…_ He thought as he grasped his solid torso. _Yet it felt so real…_

"If you really wanted to win," Mira said as she walked over to him. "you have to take a good look at yourself, and tackle your weaknesses." She held out her hand and helped Laxus stand up.

"My only prayer…" Midnight muttered as he collapsed completely.

* * *

 _A young boy shook nervously in a cell, covering his ears in a futile attempt to avoid the screams of agony and the snaps of whips._

" _Was to find a quiet place… and finally fall to slumber."_

* * *

In another part of the city, another mark vanished from Brain's face. Then suddenly his body glowed as his skin completely whited out. He then opened his pure red eyes.

"Fine." He said in a bloodthirsty tone. "I'll do it myself."

 **Oh, geez. We all know who's coming.**

 **Levy: So you used an entirely different battle for Mira vs Midnight.**

 **Yeap. Since Mira doesn't have an artificial eye like Erza does, I needed an entirely new fight. Hope you enjoyed her new Satan Soul. I'll see you guys next week as we witness our next villain. Leave reviews and favorite and follow. Auf Wiedersehen!**


	40. The Zero Hour

**Hey folks! Today we just got the latest trailer for the new Fairy Tail movie Dragon Cry.**

 **Natsu: It looked so cool! I was half a dragon!**

 **Gray: When does it even take place?**

 **Who knows. But I hope you're ready for the next exciting chapter of Alternate Tail! The penultimatum to the final battle is right here!**

 **Gajeel: Now we're talking!**

 **First I want to thank phantomwolfblue and Starfire the dragon for following and favoriting this chapter. Second, I want to thank Fin-Fin Jun-Tenshi, OneWhoCharms, Cinder Fall 39, and mikel97 for their reviews. I'm glad that Lilith got such positive feedback!**

 **Mira: A succubus that reads minds is certainly handy. Are you sure you can't bring her here? I would like to use to her to find evidence of my favorite ships.**

 **Sorry Mira, but the author notes is for the canon versions of characters. So I can't put in Lilith.**

 **Mira: Oh.**

 **And yeah, OWC, it'll be interesting now that Mira knows who's responsible for corrupting Laxus. Ultear better watch her back.**

* * *

 **Now who should do the disclaimer…**

 **Klodoa: You'll need someone intelligent to do it.**

 **Uh huh…**

 **Klodoa: Oh, and popular with the fans!**

 **Okay…**

 **Klodoa: And also very handsome.**

 **I see… Hey Erza, want to do the disclaimer for this chapter!**

 **Klodoa: I meant me!**

 **Hm, Erza's busy with cake, so I guess you can do it.**

 **Klodoa *Gritting his teeth*: DigiXBot does not own Fairy Tail. Hiro Mashima does.**

* * *

 _In another part of the city, another mark vanished from Brain's face. Then suddenly his body glowed as his skin completely whited out. He then opened his pure red eyes._

" _Fine." He said in a bloodthirsty tone. "I'll do it myself."_

* * *

"Urgh." Erigor growled as he wandered half-naked through the Worthwood Sea while dragging his scythe. "Fucking dragon slayer. If he wasn't so lucky he'll be six feet under. And maybe he'll be the one with his clothes missing."

Feeling the earth shake, he turned and gaped as Nirvana walked towards him. He quickly moved out of the way before one of its appendages stomped on him.

"So that's Nirvana." Erigor thought out loud as the city continued to move. "Was Brain-sama really after that thing?" Suddenly he smirked. "But knowing those meddling flies, they'll be right up there." He activated his wind magic and flew straight to the city.

* * *

"Hold still!" Gajeel roared as Klodoa flew away while laughing. The staff then whacked the Dragon Slayer on the head, sending him rolling away.

"Gajeel!" Lyon shouted, then glared at the staff. "That's it!" Lyon shouted as he brought his hands together. "No one pushes Metal Face around but-" He couldn't finish as the laughing Klodoa slammed straight into his stomach.

"Ha ha ha- ow!" Gajeel managed to stop spinning and grabbed the staff by the end.

"Gotcha now!"

"Nice work." Lyon smirked. "Now that have this piece of driftwood we can-" He couldn't finish as Klodoa spun his 'head' into the ice mage. Then he began to repeatedly headbutt into the two fairies.

"Keep a tight grip on that thing!" Lyon shouted as Klodoa bonked on his skull

"Well then dodge, ya dumbass!" Gajeel yelled back as the staff did the same to him. Soon Gajeel let go of the staff and got into a brawl with the Ice Mage.

"Oh, you two are the prime example of this generation's failures." Klodoa quipped as they continued to fight. He felt a tug at his end and saw Lily grabbing onto it.

"Enough of your babble!" Lily shouted. But Klodoa easily shook the Exceed off and send him into the wall.

 _Barely have any magic left to fight properly._ Lily thought as he slid down the wall.

"Solid Script: Lightning!" Levy shouted, but her spell ended being fruitless.

"I don't even have enough for a spell!" She growled. She cringed when she felt a gaze on her, and turned her head around to see Klodoa…

"You know, for a kid you got a good ass." The staff said lecherously.

"Keep back you pervert!" The Solid Script mage shouted as she attempted to kick at the perverted object.

"Hey, watch it! I'm not a pedophile!"

"I'm 17!"

"Hmm, couldn't tell. You got one flat chest." The Letter Mage then seethed angrily at the taunting staff.

"Now!" Gajeel shouted, causing Klodoa to see that the former and Lyon have stopped fighting and were now charging at him.

"Oh, you are all such bothers." He began to laugh as many bolts of lightning came from the orb between his jaws and electrocuted Gajeel, Lyon, and Levy.

Lily growled as he got up. "We managed to defeat most of the six demons, yet we're losing to a mere staff."

"Ha ha ha-" Klodoa stopped laughing and looked at the four in confusion. "What was that last part?"

"Yeah, don't go getting a big head over it." Gajeel grumbled as he and his teammates growled at him.

"No, the part about defeating most of the six!" A slight tremor of nervousness began in the staff. "Maybe it's not too late, maybe Hoteye and Richard- Oh no!" The orb then fell out of his jaws. "All of the six demons are defeated! The great one is coming!"

"Great one," Gajeel rose an eyebrow. "Are you talking about someone worse than Marian?"

"Both worse _and_ is Marian!" The staff shouted.

"What are you even talking about?" Lyon questioned.

"The man you know as Marian has two personalities. The one you're familiar with, Brain, is prideful and obsessed with knowledge, hence his title. But the other personality desires nothing more that absolute destruction. He is known as Zero."

"Zero?" Lily asked.

"Because of Zero's immense power and great danger, the Brain persona sealed the other away with six keys through Living Link Magic."

"Are those six the Oracion Seis?!" Levy questioned.

"That's right. Six generals, six pillars to keep Zero at bay. But now that they have fallen, the Zero personality shall emerge once more!"

Suddenly a wall by them began to crack by an immense force. Soon it burst opened, and an intimidating silhouette entered through the hole.

"Master Zero!" In panic, Klodoa fell to the ground and repeatedly bowed. "You have returned."

"'Master?'" Levy asked in fear.

"Things have taken quite a turn, haven't they Klodoa?" The four fairies were shocked as 'Brain' entered with his skin pale and his eyes pure red. "Has even Midnight been defeated?"

"Yes sir!" The staff continued to bow. "My greatest apologies!"

"But," Zero said. "Things are so much relaxing now. This body, this voice, this power…" Green lightning danced on his fingers as he threw off Brain's cloak. "It's so nostalgic! Let me deal with these worms, Klodoa."

"Of course, master!" The staff flew away. Wisps of energy surrounded Zero as they became a green military waistcoat, held together by a red belt with the Oracion Seis mark.

"You brats, you have caused quite a lot of damage to my guild. As its master, I can't let that slide."

"This power…" Levy trembled from the man's immense energy.

"This one's acting all cocky." Lyon said to Gajeel. "Thinking what I'm thinking?"

"His magic reeks of blood." Gajeel stated, then smirked. "Time we finished him."

"I believe that the first to go," Zero said as he turned to the unconscious Jura. "Is the man that injured this precious body!" He sent a storm of green spectres at Jura.

"Ice Make: Shield!" Lyon jumped between the two wizards and formed a massive shield in front of Jura. But he was horrified when the swarm of ghosts began to break through his shield. "Not possi-AHHH!" The ghosts burst through and sent Lyon and Jura crashing into the walls.

"Damn you!" Lily shouted as he charged in his small form with the Musica Sword enhanced. "You would attack a man that can't move!"

Zero easily caught the sword with a single hand. "I destroyed many things that can't move, little beast. That man is no different!" He laughed as green lightning traveled from his palms through the sword and electrocuted Lily, then sent them both flying.

"RAHHH!" Gajeel roared as he charged with his fists covered in iron scales. "Iron Dragon's Hard Fist!" Zero easily dodged each attack.

"I heard you figured out this body's identity, Black Steel." Zero taunted as Gajeel became more erratic. "So tell me," He charged his fist with green magic and swung at Gajeel. "What's my name?!" The Dragon Slayer was sent flying into walls.

"No..." Zero then turned to his remaining opponent, who was trembling in fear. _I can't even get my body to move._ Levy thought. _He's too powerful…_

Zero smirked as he rose his hand, then another swarm of ghost bursted from the ground beneath Levy, easily knocking her out.

"As impressive as always, Master Zero!" Klodoa said as he saw the four beaten, comatose fairies. "To defeat these ruffians with such little effort, absolutely pleasant!"

"You're not dead yet…" Zero muttered.

"Huh?"

"You brats are still not dead!" Zero roared with unsatisfied bloodlust. "I can still see your bodies!"

"M-master Zero…" Klodoa begged as the laughing Zero released his magic onto the fairies.

* * *

The Nirvit City continued to march through the forest, reaching to a cluster of mountains. And past those mountains was the guild Cait Shelter.

"Our target is now in sight, Master Zero." Klodoa said as the two stood on the King's area.

"Hmmm." His master hummed in thought.

"That guild comprises of the descendents of the Nirvits, the creators and the sealers of Nirvana. They are the only people that can seal this power once more. So once that guild is destroyed, then nothing will take Nirvana away from us."

"Meaningless…"

"Huh…"

"I said it is meaningless!" Zero roared as he grabbed Klodoa and shattered the wood, leaving the latter only as a skull.

"Master Zero! What are you-" He couldn't finish as Zero smashed his foot into him, shattering the skull completely.

"You fool! The only thing that matters to me is destruction! The annihilation of every last trace of creation!" Once Nirvana climbed over the mountains and stopped in front of Cait Shelter, an opening at the city's base appeared, the removed bricks becoming a cannon over it.

"This guild that has physical form, it will the first to fall! As long as it stands, I need no other reason!" White and violet magic energy began to spiral in front of the cannon. "It is time to fire Nirvana!"

* * *

"It seems that every time I beat one evil bitch, another just takes their place." Mira sighed as she glanced at Midnight's beaten form.

"But you don't give up." Laxus noted.

"Well, if I did, then I let them win." She joked.

"Mira-san! Laxus-san!" The two turned and saw Kagura and Carla running towards them.

Mira let out a sigh of relief. "Thank goodness you two are okay."

"Do I know you?" Laxus asked the young swordsgirl, who stopped and frowned.

 _He doesn't remember me._ Kagura thought sadly. _I shouldn't be surprised._

"Laxus's memories are a bit muddled up," Mira explained to her. "So he doesn't remember either of us." _Or remember killing your brother._ She didn't add.

 _He's lost his memories?_ Kagura pondered. _I see…_

"I hope that doesn't mean that you haven't forgotten how to stop Nirvana!" Carla shouted at Laxus.

"I already tried and failed." Laxus sighed. "And now Nirvana is too strong for a self-destruction seal. I don't know any other way…"

"No…" Kagura let out.

"And what does that mean for our guild?!" Carla scorned. "We're already so close!"

Suddenly the four lurched backwards, collapsing to the city-ground below.

"What was that? Why did Nirvana stop?" Mira asked as the four race to the edge and saw Nirvana's cannon aiming at Cait Shelter.

"We're too late…" Mira let out.

* * *

Down below, the members of Cait Shelter were frozen in fear as they gathered around Roubaul.

"Why are you so shaken?" Roubaul questioned in a serious and defeated tone. "This was always our fate. The punishment for our nabura heavy sins."

* * *

In a chamber with a massive lacrima, Zero laughed in madness. "Righteousness, burn before me!"

* * *

"Stop!" Kagura screamed as Nirvana was seconds before launching.

But in the final moment, a white laser came from the heavens and landed on one of Nirvana's legs, causing it to collapse and tilting the monstrosity with it.

Mira, Laxus, Kagura, and Carla braced themselves from tumbling. In another part of the city, the bounded Ichiya fell off the building he was one and rolled down through the titled city.

Because of the change of position, Nirvana's fire ended up only grazing the top of the guild hall, bringing shock to everyone from Roubaul to Zero.

"How did-" Mira began to ask, but was silence when she saw the battered magic bomber Christina coming down from the clouds. "No way…"

"It's Christina!" Kagura said as hope refilled her.

"It still can fly after all the damage from the Oracion Seis…" Carla gasped.

" _Can anyone hear me!"_ Hibiki's voice echoed in the four's heads. " _This is Hibiki of Blue Pegasus, calling to the remaining members of the Allied Forces."_

"We're down here!" Mira shouted back.

* * *

"Mirajane-san, Kagura-chan." Hibiki smiled as logos of the two popped up on his Archive display. "I'm glad you two are alright"

" _I am fine as well, men!"_

"Sensei!" Hibiki replied happily. "Glad to hear your voice!"

" _How can Christina still fly after all the damage?"_ Mira asked.

"First, you can thank Gray-kun." He looked outside, where Gray was holding his hands out to an ice-base wing coming from the airship's side. "He was able to make a new wing after one of them was destroyed."

"Won't last long." The ice mage grunted as he struggled to keep the construct active. "Can't give up…"

"And we're using Sherry-chan's doll magic and Ren's air magic to keep Christina airborne." One the hull the two wizards were also exerting all their magic.

"I never controlled something this big." Sherry let out.

"This isn't that heavy." Ren gritted.

"And thanks to Eve's snow magic," Hibiki continued over the Archive. "We were able to launch an attack on Nirvana." The young wizard was in front of him as he rested against a power cable.

"I combined my own magic with her heavy ammunition magic." Eve said. "Yet I couldn't even break a single leg. And now, I'm out of power." He collapsed to the floor.

" _Thank you,"_ Kagura said, sounding tearful. " _Everyone…"_

"I'm afraid that with most of our magic used up, this was all we could do." Hibiki replied. Suddenly the airship shook as it began to drop.

"We don't got much time, Hibiki!" Gray shouted as he fell to one knee and the ice wing started to crack.

"I'm sorry," Sherry said. "I just…" She collapsed to her knees in fatigue.

"Sherry!" Ren quickly caught her. "You really push yourself too hard, don't you." He chided, causing her to blush at his concern.

* * *

" _Don't worry about us!"_ Hibiki called out to the wizards below as they watch Christina begin to fall. " _You need to hear this! I used my Archive Magic to search for a way to beat Nirvana, and I found how to finally destroy it!"_

"Are you serious?!" Mira asked.

" _You know those appendages we thought were legs. Well, they have a different purpose. Their actually valves that draw magic straight from the earth. At each point where a leg connects to Nirvana is a lacrima that manages how much magic is absorbed and how much is used. If you destroy the six Lacrimas simultaneously, then all of Nirvana's functions will be halted. But you can't destroy them one at a time, or the other five will just repair that one."_

"How are we going to destroy all six at the same time?!"

" _I would like to guide you guys in the process,"_ Hibiki replied as he slid down the walls of Christina in exhaustion. " _But my telepathy won't last long."_ The airship began to fall faster.

"Hibiki!"

"Hibiki-san!"

" _I'm uploading an exact timer in each of your heads. I believe in you!"_ When a download screen appeared over their heads and then disappeared, their eyes widened.

"Twenty minutes?" Kagura asked.

" _That's seconds before Nirvana's cannon is finished charging and ready for a second shot."_

" _How utterly futile..."_ A menacing voice said tauntingly over the link.

"That voice?" Mira asked in recognition.

"It's that Brain man!" Kagura shouted

" _He hijacked my telepathy?!"_ Hibiki asked in shock.

" _My name is Zero."_ The man replied. " _And I am the master of the Oracion Seis. I like to grant my compliments. I never imagine they were others with Archive Magic."_

 _So that's how Brain learned where Nirvana was._ Hibiki realized.

" _Now hear me, wizards of light!"_ Zero called out. " _I wish to obliterate everything in my path! Already four of your comrades have fallen: The Dragon Slayer, the Ice Mage, the Letter Mage, and the Cat-Warrior."_

" _Gajeel-kun and the others."_ Hibiki gasped.

"You're lying!" Kagura accused.

" _Now you mentioned destroying the lacrimas all at once, correct. I'll have you know I'm standing beneath one of them! As long as I stand, you have no chance of completing your mission!"_ Zero laughed as he broke his connection.

 _Dammit,_ Laxus thought. _There's a one in six chance for any of us running into Zero. And only Mira might have a chance at beating him!_

"We don't have six wizards!" Carla realized. "We don't have enough to destroy all six!"

Mira frowned, but stood tall and shouted "We have three candidates right here!" Laxus and Kagura, the latter albeit hesitantly, nodded. "Is there anyone else that can join in?!"

" _You have me, do you not my honey?"_ Ichiya replied over the link. " _I am only bound, not beaten! Men!"_

* * *

"Nice sensei!" Hibiki said. "Now we need at least two more… before my connection falls…" He panted heavily from exhaustion.

" _If anyone else is there, respond!"_ Mira called out.

On Christina's deck, Gray collapsed as the ice wing broke apart. "Come on, Lyon!" He shouted over the link. "You're a student of Ur, aren't ya?! Don't go giving up already!"

"Levy…" Sherry said as she and Ren remain fallen on the deck. "I've always… hated you. I despise how proud you were just because you thought you were cute and smart. To me, you're just a ditzy bookworm, but… but you always go all out in a fight… I'm placing my faith in you, so don't die!"

* * *

"Come on, Pantherlily." Carla said. "You're the first of my kind I have met. Don't go disappointing the Exceeds."

"Gajeel-san," Kagura said. "I know you can do this."

* * *

" _Get up, Lugnut,"_ Mira's voice echoed. " _No time to nap."_ A callous, studded hand gripped tight

" _Can you hear us, Gajeel-kun?"_ Hibiki asked.

A blue-haired girl used the wall to lift herself up. A silver-haired youth pushed himself from the ground as he panted to the ceiling. A black cat-like being used a small sword to help himself up before standing tall on his own. And a black haired youth slammed a fist into the floor as he brought himself up.

"Hear ya loud and clear!" Gajeel roared back.

"We have to destroy all six Lacrimas at once." Lyon added.

"And one lucky person get's to face Zero and bring him down for good." Levy finished.

"We have only eighteen minutes left," Lily said. "For the sake of Kagura and Carla's guild Cait Shelter, we must move now!"

" _Connection's not lasting long."_ Hibiki said. " _I'm transmitting a map of Nirvana with the locations of the lacrimas. Each one is marked with a number. Decide which number before the connection breaks!"_

"I got one." Gajeel growled.

"Two." Lyon grunted.

"I'm taking three!" Levy said, then added under her breathe. "I hope Zero isn't there…"

* * *

"I shall take four!" Ichiya declared as he began bouncing while still bound to the stick. "I can smell its parfume nearby!"

" _Or the map shows it's the closest by you."_ Mira deadpanned.

"My honey, why must you be so cruel to me?!"

* * *

"I'm taking five." Mira said.

"Then I'll take-" Laxus began, but Mira held out a hand to stop him.

"You'll take six with Kagura." She finished.

" _Who the hell was that?"_ Gajeel questioned.

"Gajeel doesn't know that you have amnesia," Mira explained to Laxus. "So he still thinks you're an enemy."

* * *

"Dammit!" Gajeel cursed. "She didn't answer!"

"The connection's must have broke." Lyon said. "We're on our own now."

"Hibiki must have used the last of his power." Levy said sadly.

"In any case, we have at least six wizards." Lily stated. "Any one of us will run into Zero. Since we'll each be preparing for destroying the other Lacrimas, that individual shouldn't expect to receive back up."

The other three nodded, and the Fairies moved out to their targets.

* * *

Ichiya continued to hop through the city to Lacrima Four, shouting "men!" on the way. He suddenly stopped and fell to his side.

"I cannot stop!" He said as he panted. "Everyone is depending on me! I much reach four! Men!" He bounced even further on his determination.

* * *

At the first Lacrima, Gajeel stumbled forward into the chamber. And right under the lacrima was Zero himself.

"Oh, you're still alive." Zero said. "Exactly what brings you here?"

"Just here to bury you, Marian." Gajeel growled back.

Zero smirked. "Ah, so you do remember my name, or at least the name of this body. They say that the human brain is actually two distinct brains. In my case, the boy born in this body had two different personalities in his skull, a sign of the greatness and destruction he shall bring."

"So you were a mess up brat back then, huh."

"Perhaps. But both personas, Brain and Zero, grew from Marian to a path of glory. So what makes you think you can beat me? It took a Wizard Saint to defeat my weaker counterpart."

Gajeel smirked. "Don't know. Just want to learn who'll make it out alive, you or me."

* * *

"Zero must be at Lacrima One." Mira said to the others.

"But that's where Gajeel-san went!" Kagura shouted.

"Make sense. Gajeel's nose is too good. I bet he picked that Lacrima knowing he'll face Zero."

"Then we should go and help him!"

Mira shook her head. "We'll just have to trust that he'll make it. You can't underestimate Black Steel Gajeel." The swordsgirl and Carla looked at her senior in confusion.

Unbeknownst to them, Laxus gained a haunted expression. "Black Steel…" He let out under his breath. "Gajeel…"

"It's time we get going. I'm going after Lacrima Five, you three go after number six." Mira turned to Laxus, but became concerned of his state. "Laxus?"

"I'm fine," The lightning mage replied. "It's nothing."

Mira reluctantly nodded, then ran towards her target.

"Laxus?" Kagura turned to him in worry.

"What's gotten into you?" Carla questioned.

"Gajeel… Redfox…." Before they could ask more, a burst of wind hit them.

"What is that?" Kagura asked.

"I know that magic." Her partner scowled. "Erigor the Reaper." She said as the scythe-wielder landed before them.

"So you know Black Steel?" Erigor growled, then aimed his scythe at them as the amount of wind increase. "Then you'll tell me where he is so I can finish things!"

Kagura gripped her sword, and was about to step forward to fight when she suddenly felt her hair starting to rise. She turned to Laxus and saw lightning magic covering him.

"That's not going to happen," Laxus stated, a determined gleam in his eyes. "You won't be the one beating Gajeel…"

* * *

"RAHH!" Gajeel snarled as he sent a punch at Zero, who easily stepped back from him. Gajeel growled as he sent a roundhouse kick, but his opponent just bended backwards to avoid a hit.

Gajeel dropped himself onto one hand, then send a point blank Iron Dragon's Roar straight at Zero, and used the force to project himself back.

But as he landed, Gajeel saw through the dust that his attack had barely grazed Zero.

"You are certainly more impressive than an hour ago, Black Steel. Let's test that will!" He pointed a finger at the Dragon Slayer and shouted "Dark Capriccio!" sending the green-orange beam at his target.

Gajeel tilted to the right his body to avoid the attack, but he easily felt its magic as it bore through the wall behind him.

"You better not assume my magic is just like Brain's." The Dragon Slayer heard the floor beneath him rumble, and soon Dark Capriccio burst right beneath him into his jaw, blasting him back.

Zero laughed as he continued to redirect the attack, constantly hitting Gajeel despite his attempts to dodge.

"You wanted to learn who will make it out alive?" Zero taunted. "I think it's quite obvious who that will be!"

"Iron Dragon's…" Gajeel growled as he raised a clenched fist towards the approaching Dark Capriccio. "Hard Fist!" The fist was covered with iron scales just as the attack collided into it.

Gajeel used the other arm to hold the engage limb steady and gritted his teeth as the magic attack was pushing him back. But he managed to hold strong until Dark Capriccio faded away. Once he stopped moving, he panted as the damaged scales fell off his fist.

"Quite impressive." Zero said. "To stop a magic design for penetration with just your fist and own magic. You dragon slayers are beyond mere humans, aren't you?" Suddenly his eyes widened in shock, and when Gajeel took notice of what he saw, he quickly armored up as a scythe was thrown his way and almost imbedded into his shoulder.

Gajeel gritted his teeth when he saw who threw the scythe. But before he could say anything, he was blasted by lightning and cringed from its heat.

"Laxus…" He growled at the scarred wizard, who simply smirked in response.

"Ah, Laxus." Zero said. "So your memories have finally returned."

"That's right." Laxus replied proudly. "I remembered, thanks to Gajeel here."

 **Oh man! Has Laxus turned back to the dark side.**

 **Erza: If it's like Jellal, then I'm sure that he had a good reason.**

 **Hey, no spoilers!**

 **Erza: My apologizes. You may punch me in retribution.**

… **no thanks.**

 **Laxus: So does it have something to do with Erigor being around. Cause I heard he didn't stick around after Natsu beat him.**

 **Oh it does. Anyway my dear audience. Don't forget to leave reviews and favorite and follow if you enjoy. And tell all your friends about this story, too!**


	41. Here be the Dragon

**Another week, another chapter of Alternate Tail. I hope your hungry for it.**

 **Gajeel: Ghi hi, I'm practically starving.**

 **Well given the massive fight that's happening this chapter, I don't blame you. First I want to thank VioletMerrick and Cute-but-psycho824 for following Alternate Tail. Second I would like to thank katherined for her review two chapters prior, and OneWhoCharms and Cinder Falls 39 for their reviews the previous chapter. I must agree OWC. Given Laxus's character, we can't tell just yet whose side he's on.**

 **Laxus: You can at least show a little faith in me.**

 **Where's the fun in that?**

* * *

 **So, Gajeel, in the mood for a disclaimer.**

 **Gajeel *Smirking*: Fuck yeah, I am. DigiXBot does not own Fairy Tail. Otherwise he would have made me this badass a long time ago.**

* * *

 **Here be the Dragon**

" _Quite impressive." Zero said. "To stop a magic design for penetration with just your fist and own magic. You dragon slayers are beyond mere humans, aren't you?" Suddenly his eyes widened in shock, and when Gajeel took notice of what he saw, he quickly armored up as a scythe was thrown his way and almost imbedded into his shoulder._

 _Gajeel gritted his teeth when he saw who threw the scythe. But before he could say anything, he was blasted by lightning and cringed from its heat._

" _Laxus…" He growled at the scarred wizard, who simply smirked in response._

" _Ah, Laxus." Zero said. "So your memories have finally returned."_

" _That's right." Laxus replied proudly. "I remembered, thanks to Gajeel here."_

* * *

"Finally made it." Lyon said, lying against the hallway's wall as he finally saw the Lacrima. "And Zero's not here. That's mean someone else is facing him…"

* * *

"You sure you don't want to rest for a second." Lily said as he and Levy moved down, with the Letter mage barely managing to move against the wall.

"I can't…" Levy let out. "I feel that if I even stop for a second…" She stopped. "I just hope the others are doing fine."

* * *

"Damn you, Laxus!" Gajeel roared as he charged at the Lightning mage, who sent another burst of electricity which stopped him.

"That won't work on me!"

"I know," Laxus smirked. "Like you said, a good offense makes for a good defense." Both Gajeel and Zero became startled at his statement. "And I know that iron scythe won't do much on an Iron Dragon Slayer."

"Iron…" Gajeel's eyes widened. He pulled the scythe off his shoulder and began to devour it.

Zero frowned. "So you didn't get your memory back."

"Only the important parts," Laxus replied. "The memories of Gajeel, and how he's the only one that can stop you and Nirvana."

"What do you mean by memories?" Gajeel questioned as he finished eating the scythe.

"When I was brought back by Brain, I had absolutely no memories. I soon learned that I was a monster before, yet I wasn't aware of that at the time. I can only have an idea on what I did to you and Mira." He sighed. "But I can't let that stop me. Right now, I want to stop Nirvana to save Kagura's guild. To help anyway I can."

Gajeel growled as he ran towards Laxus, then punched him directly in the face. "Bullshit!" He roared. "You're just claiming you forgot everything?! You expect me to by that?!"

Laxus remain calm as he rubbed where Gajeel hit him. "Come on, Gajeel. I just want to help you, Mira, and Kagur-"

He couldn't finish as Gajeel lifted him by the shirt, then snarled "You expect me to forget that you forgot the pain you caused Mira! You expect me to accept you wanting to help Kagura, after you murdered her brother!" Laxus frowned as he remained silent, unable to give a response.

"Oh brother," Zero chuckled as he shook his head. "If you two are going to argue, then do it somewhere else." He pointed a finger at them. "I have no need of annoying babble! Die!" A Dark Capricco came from his hand towards the two.

Laxus quickly escaped from Gajeel's grasp, then moved in front of him, spreading his arms as the magic attack struck on his chest.

"Oh." Zero said while smoke came from where the attack struct the lightning mage. "What a foolish move."

To say Gajeel was shocked by Laxus's action was an understatement. Seeing Laxus putting himself in danger for him reminded the Dragon Slayer too much of Simon's own sacrifice months ago.

"You…" Gajeel let out as Laxus fell to his knees. "Why did you…"

"At this point you can kill me," Laxus said, the strain of the injuries beginning to consume him. "I'm already good as gone." He then reached under his coat. "But you need the power to defeat this guy." From it he pulled out a piece of black iron in the shape of a cross and larger than his own hand, then held it out to the Dragon Slayer.

Gajeel stared at the object in a mix of shock and amazement. "What kind of alloy is that?"

* * *

"Are you sure you can do this, Kagura?" Carla asked her partner as they stood beneath the sixth lacrima.

"I am," The swordsgirl nodded as she tightened the grip on Archenemy. "I promised him that I would."

* * *

 _Minutes Ago._

" _You won't be the one beating Gajeel," Laxus said as he sent a bolt of lightning at Erigor, knocking out the screaming Dark Wizard. "Because I won't let anyone stop him." He then clenched his chest in pain._

" _Laxus!" Kagura cried out in worry._

" _I'm fine." The Lightning mage replied, then sighed. "Kagura, I need you to destroy the sixth lacrima on your own."_

" _M-me?!"_

" _Don't be ridiculous!" Carla rebuked him. "She has already used so much magic today. To ask her to do so again is dangerous! Just what is preventing you from helping?!"_

" _I have to help Gajeel regain his strength." He explained._

" _What do you mean?" Kagura asked._

" _I remember who Gajeel is, the immense power and will inside him. He gets stronger when replenished with iron. That's why I need you to destroy the lacrima for me."_

 _The swordsgirl looked down. "But still…"_

" _When I was brought back, I felt the immense power that you have. Unleash that power to save your guild."_

* * *

"I need to unleash it." Kagura said. "Everything that I have left." She felt the power in Archenemy trembled.

"You're afraid." She said. Carla was initially confused at the girl's statement, until she realized to whom her partner was speaking to.

"You were here before, that's why I felt your pain." Kagura continued. "Whatever happened here is the past. Master Roubaul said he was your old wielder. So help me save him." She pulled the sword behind her and glared straight at the Lacrima. "Help me save Cait Shelter, Archenemy!"

* * *

"This is Increpferrum," Laxus explained to Gajeel. "Formed from the iron in the earth by utilizing earth, fire, and lightning magic. It's too much to ask you for forgiveness, but I want you to take this. Use this iron to restore your strength. Mira is placing her faith in you," He smiled against his fatigue. "So I'll put my faith in you too."

Gajeel was silent at first, but he then grabbed onto Laxus's extended hand before picking the iron piece up. "I will." He then crunched into the alloy and swallowed bits of it.

Laxus smiled as the last of his strength left him. "Now, you can finish him…"

"Thanks for the meal," The Dragon Slayer said as he wiped his mouth. "I'll make sure to use it properly." A black aura then surrounded him.

"You ate the Increpferrum?" Zero questioned him. "You are a fool. By doing so, you have become a fellow sinner with Laxus."

"Every member Fairy Tail has their own batch of sins." Gajeel replied. "But you know what makes me and Laxus different from you lot?"

Zero frowned in impatience. "No, I don't. Do enlighten me then."

"Is that when it comes to our sins," Gajeel charged straight at Zero. "We actually do something about them!"

Zero braced himself, but was caught off guard when pure-black iron scales covered Gajeel's fist as it slammed into his core, causing the Dark Mage to spit out blood and send him rolling back.

Zero growled as he got up and sent a Dark Capriccio at the Dragon Slayer. But Gajeel, whose arm was being spread by black scales, formed a Black Iron Dragon's Sword to slice the attack in half and divide it away.

"Impossible…" Zero gasped in fear as Gajeel continued to transform. His entire body continued to be swarmed by the new scales. His fingers became long black talons and his mane became an untamed mess. A perimeter of silver scales surrounded his face as his eyes transformed to violet orbs. When finished, Gajeel let out a roar that shook Nirvana to its many legs.

"That form, he's using Dragon Force!" Zero realized. Gajeel used the man's shock to examine his own body.

"This body, this form…" He said to himself. "Just like when I ate Etherion. I feel my power doubling, no, tripling!"

 _Dragon Force, the final form of a Dragon Slayer._ Zero thought as he looked at the slayer in a unnerved state. " _He now has the same power as the dragon's he is meant to kill. The power of… destruction."_ He then smirked. "How interesting."

Gajeel released a glare that would has sliced through a normal man. "It's over, Marian. I have the power to destroy you!"

"You have the galls to proclaim destruction," Zero laughed. "Then show me the power of a dragon!"

* * *

"We made it." Lily said as he and Levy managed to reach Lacrima 3. "With only five minutes to spare as well." He turned around and saw that Levy had collapsed on to one knee onto the ground. "Levy?"

"I couldn't have told you guys before, but I barely have any left." Levy admitted as she held onto the wall. "I used up so much fighting Angel. But I couldn't say no."

Lily looked down in shame. "To be honest I am also low on magic. I lost so much fighting Cobra while holding venom in my body, and maintaining my transformation to avoid dying quickly in my small form. I might have only enough for two minutes of Aera."

"It doesn't matter," Levy said boldly. "Kagura and Carla's guild is depending on us. I can't give up now." She used the wall to raise herself up. "I beat my body on that lacrima if that's what it takes!"

Lily was silent for a second before speaking. "It may not come to that. The two of us may have enough magic for one powerful spell."

"How? You barely have enough for flight and I can't even conjure a single spell."

"We may not have enough individually, but the sum of our magic energy just might manage."

Levy's eyes widened in shock. "You're talking about Magic Transference. The ability for a wizard to transfer some of his raw power into another source."

"That's correct." The Exceed nodded. "Adding my magic into your own container will be enough for a destruction spell. And since it is in raw form, it can be used in your Solid Script magic."

"But you don't have much left!" Levy protested. "It could be like when Master and Mira were drained during Phantom Lord!"

"We must take the risk Levy. You said it yourself, this is for Cait Shelter."

* * *

Gajeel roared as he charged straight at Zero with one arm as a jagged, black sword. Zero used an arm to block the strike, but he growled as felt the sword pierce through the sleeve and scratch at his flesh. He raised the other arm and shouted "Dark Gravity!" as he swung it down, releasing a force that sent Gajeel crashing through multiple floors.

As Gajeel was plummeting down, he quickly rolled to the side, landing on the last floor before the force broke him through all the way out of Nirvana to the ground. As he got up, he saw Zero diving towards him, forcing him to leap away from the dark mage. Small blades formed at the soles on his feet as he landed on the ceiling, piercing straight through.

Zero laughed as he shouted "Zero Slash," releasing two energy whips similar to Dark Capriccio connected to his hands. He swung them straight at Gajeel, making him jump off the ceiling as one whip slashed through it.

Gajeel transformed his two arms into lances, and aiming them forward he caused the whips to wrapped around them. Zero became shock as Gajeel crossed his arms, and the whips tying the two wizards together forced Zero to do the same. With his enemy trapped, the dragon slayer released an Iron Dragon's Roar that engulfed him.

When the energy whips faded, Gajeel reverted his arms to normal, believing victory was his. But he was quickly proven wrong when Zero flew right towards him covered in a green bath of energy, the impact forcing Gajeel back a few feet.

"Dark Delete!" Zero laughed as he swung his hand and released several disk of green magic at Gajeel. The black-coated slayer moved quickly to avoid being hit, growling at the dark mage when the attacks diminished and the dust from their impacts faded. Yet he couldn't get a second of rest as Zero sent a Dark Capriccio that sent him flying, and another blast of dark magic that sent him crashing into the wall.

"Is that all a puny dragon can do?!" Zero laughed as he clapped his hands together and sent another series of Dark Delete where Gajeel impacted. But their impact only release dust that Gajeel easily flew out of, moving straight to Zero with his right fist extended and his fangs bared.

Zero smirked as he too leaped forward, the two powerhouses ready to make contact by their fists.

* * *

"Only three minutes left." Lyon said at Lacrima Two.

* * *

"You have this Gajeel." Mira stated beneath Lacrima Five.

* * *

"You are wielding a power that you can't control!" Zero shouted as his attack impacted directly on Gajeel's fist and sent the Dragon Slayer crashing into the wall behind them.

As the dust cleared, Gajeel laid on the rubble, but his iron-covered right arm was mangled from Zero's attack. He groaned as he struggled to get up.

Zero leaped towards the Dragon Slayer, then began kicking at the fallen slayer's side. "Is that all your power can do?!" He taunted with each kick. "Dragons once ruled this rule this ancient world, and this was the power they had?! What a mockery of their legacy." Gajeel growled with a rising fury inside him.

* * *

"I have made it, men!" Ichiya proclaimed after bouncing into the room where Lacrima Four dwelled. "It is time that I show my comrades my power! Time to show them my parfume!"

* * *

"Just a bit more," Kagura said as a field of energy coated her sheathed sword. "I need as much as you can lend, Archenemy."

"I know you can do this, Kagura." Carla said. "Just remain focus."

* * *

"You are a fool to think you could defeat me." Zero said to Gajeel. "I am the master of the Oracion Seis. I am beyond a solder of a common dark guild, and light-years beyond a lowly wizard like yourself.

Gajeel only replied by panting heavily as he used his uninjured arm to raise himself up, then held tightly to the heavily damaged limb.

"There is no chance in heaven or hell you can hope to beat me on your own."

"You're wrong." Gajeel growled, his violet orbs shining brighter with determination.

"Hmm?"

"I'm not on my own. I can hear their voices. Their feelings. All of them have gave and are giving their all in this fight. They already gave the strength to fight." He gritted his teeth, and to Zero's shock, Gajeel's damaged limb began to bend and shift until the iron-covered limb looked as if it was never injured. His black guildmark, revealed with a sleeve from his jacket ripped off, seemed to shine the brightest among his black scales.

"Their strength is keeping me standing! And I won't back down because of it!" He leaned backwards onto his hands, and the floor beneath him crack as if his magic was breaking it down.

* * *

"Let's hope they're ready!" Lyon shouted as he brought his hands together.

* * *

Lily had placed his hand onto Levy's, both which were glowing as magic travelled from. When the glow faded, Lily's eyes fell shut as he fell unconscious.

Levy caught him then gently placed him on the floor. "I won't let your gift go to waste." She stood tall beneath the Lacrima and held a hand towards it.

* * *

From underneath his jacket, Ichiya opened a vial of gas. "Power Parfume!" As the purple-colored gas surrounded him, his body began to grow to inhumanly buff and ripped straight through his binds and his white jacket. "To the max! Feel my strength! Meeeen!"

* * *

"Satan Soul: Sitri!" Mira shouted as she transformed. She glared at the Lacrima with her talons spread apart. "Here we go!"

* * *

"One minute left!" Kagura shouted as she stood in a running start with Archenemy ready to strike from behind her.

* * *

"If only I could harness that Dragon Force," Zero said as he saw Gajeel prepare for a final attack. "But at least you kept me satisfied till the final minutes. Let my greatest attack be my thanks." Throwing his right arm into the air and the left arm towards the ground, he coated them with dark-green magic.

 _Levy. Lily. Lyon. Mira. Kagura. Carla. Blue Pegasus. Lamia Scale. Laxus._ Gajeel thought as power and will coursed through his body. _I'll finish this fast for you guys!_ "Dragon Slayer's Secret Art:" He lifted his legs up as he balanced on his hands. "Karma Demon's Iron Spiral!"

Using his arms he launched himself towards Zero as his legs combined into a massive black drill that rotated intensely.

"It is time to return to the nothingness where you came!" Zero shouted as he rotated his arms clockwise for 90 degrees, then brought them together. "Genesis Zero!"

From his hands hundreds of violet spectres came forth, moaning in agony as they extended their long limbs to the approaching dragon slayer. "Open, gate of the wailing spirits. Travellers of the endless abyss. I want you to consume that man. Devour every last memory, every last trace of his existence! Devour him in the name of your master Zero!"

Gajeel screamed in shock as the swarm of spectres engulfed him, with even his drill slowing down from their assault. He let out a roar of horror as he fell deeper into their clutches. The swarm collided into him from every angle, colliding until they all vanished into a single point of space.

"It is done," Zero smirked. "Congratulations, dragon slayer. You are now another traveller of the infinite void. Goodbye, for eternity."

* * *

In a world of gray emptiness, a single, black-covered body floated aimlessly through the nothingness.

 _What the hell is this place? Can't even see or speak. I'm all out of power. There's nothing I can do. It's over. I failed…_

 _Is that it, Gajeel?_ A heavy, stern voice said. _You're just gonna give up, ya brat? You want to lose to some poser with a girly name like Marian._

The Slayer's eyes widened with intensity. _Metalicana…_

 _You dare call call yourself Black Steel, wield my old title, with that pathetic display..._

* * *

" _It isn't that difficult," A dragon covered in iron scales said to a black-haired boy. The Dragon's head was similar in shape to a shark's, and his eyes were pure black with three small markings extending from each. Wings with an iron frame and black substance "feathers" remained extended, and his tail ended with a sharp pointed it, while his back was covered with sharp metal plates. "So stop looking at me with that nasty look."_

 _The younger Gajeel glared back as he rubbed a red welt on his head. "Easy for you to say! You're asking me to break a big pile of rocks with just my hands!"_

" _So?"_

 _Gajeel growled. "So I need a tool or something to break that fucking rock!"_

 _Metalicana remained indifferent as he raised himself onto two legs. He grasped onto one forelimb with the other, then the held limb transformed into a club and extending straight into the rock formation, shattering it into dust._

 _Gajeel remained amazed as Metalicana spoke. "You know what it means to be a Dragon Slayer, brat? It means you got a lot of fucking power. But being an Iron Dragon is an entirely different level. Iron is meant to be strong and unbreakable. But it's also malleable. You can change it into whatever you need for any problem out there._

" _That's what we can do. Our bodies are the ultimate weapons at our disposal, capable of transforming into what we need. As long as it's treated right and sharpened, that body can solve any task out there."_

 _Gajeel glared at his foster parent. "What the hell does that even mean?"_

 _Metalicana scoffed. "It means, brat, that you already have a tool, your own body" He pointed a claw towards a medium-size rock left over from the formation. "Force your arm to change and break that rock. Prove to me that you aren't worthless."_

 _Gajeel growled the dragon, then glared at his arm. He gritted his teeth as it became metallic. "Iron Dragon's Sword!" His arm became a short blade that used to slash the rock in half like it was warm butter._

" _Ghi hi hi!" Gajeel turned to his laughing mentor with pride. "Ya see, brat, not that hard…"_

* * *

 _As long as you got my power inside you, there's no problem you can't solve…_

"Thank you," Gajeel smiled as magic began to pool inside him. "Ya rusty old bastard…"

* * *

As Zero was about to walk away, a build up of magic caused him to turn to where Gajeel was devoured. His eyes nearly popped from his skull as he saw the space at that point crack apart, and open for the numerous spectres to burst from there, all rushing away from...

"Impossible. How could he have escaped?!" He gasped as he saw the black-scaled slayer marching straight through the swarm, the Travelers of Nil bouncing harmlessly off his form. "He managed to escape by pure will power!"

Every step Gajeel took towards Zero shook Nirvana like the feet of an ancient beast. Gajeel then released a mighty roar that for a second, made him appear like Metalicana to the horrified Zero.

 _To kill a dragon,_ Zero's thoughts raced with fear. _A wizard must have the same amount of magic power as a dragon. Black Steel Gajeel, is a true Dragon Slayer!_

"It's over Zero!" Gajeel roared, as he leaped forward to the dark wizard. "I'll keep changing for the right solution. Dragon Slayer's Secret Art!" As he flew towards Zero, he caused his body to crouch together. "Karma Demon's Cataclysmic Gyro!" The Dragon Slayer's form continued to fold into itself until it became a heavy sphere of Black Iron accelerating towards Zero.

At impact, Gajeel created enough torque to propel the two straight through the many floors, both screaming as they moved right towards the massive Lacrima crystal. Numerous spikes came out of the surface of his sphere body, piercing through Zero's flesh as the impacted Lacrima One. Cracks appeared on the power source once they collided, and soon they broke straight through it.

* * *

"Ice Make: Ape!" A massive ice gorilla slammed its fists into Lacrima Two, shattering it immediately.

* * *

"Solid Script: Explosion!" The new spell collided into Lacrima Three, forcing it to light up as it erupted into various pieces while Levy cheered from below.

* * *

"Infinity Sparkle, Men!" Ichiya twirled in the air and slammed straight into Lacrima Four, his immense strength causing it to break apart.

* * *

"Ha-yah!" As Mira cleaned through Lacrima Five, her Satan Soul caused each part to light up in flames, creating more damage.

* * *

"Let's go!" Kagura used her gravity magic to propel herself towards Lacrima Six. At contact she held Archenemy with its blade aimed at her target. The sheathed sword easily sliced through the lacrima as if it was soft clay.

The destructions of the six Lacrimas created a series of explosions where the tendrils meet the ancient city, and Nirvana stumbled as its balance fell. The members of Cait Shelter looked in awe at the display.

* * *

"Looks like it worked." Lyon smirked. "We managed to hit all of them at the same time."

* * *

"That was too close." Levy said as she held onto the unconscious Lily and looked at the collapsing room in amazement.

* * *

"Good work, everybody." Ichiya stated as he gave a finishing pose. "Perfect timing from all of you."

* * *

"Complete finish." Mira smirked as she reverted her Satan Soul. "Nice work, Lugnut."

* * *

"We managed to do it." Carla smiled, tears of joy pooling in her eyes. "I'm so proud of you, Kagura."

"We managed to stop Nirvana," Kagura nodded, a cry of joy ready to escape the swordsgirl. "Thanks to Gajeel-san and the others. Thanks to all of us."

* * *

Laxus smiled as he saw the comatose and bruised Zero fell onto the floor among the remains of the massive Lacrima crystal.

"Who would have guessed one pile of Lacrima would be that hard to break." Gajeel coughed as he transformed out of his sphere form, and the black scales covering him started to fall off. He turned to the fallen Dark Mage. "It's all over Marian. Nirvana and the Oracion Seis are finished. Thank you, Metalicana."

 **And finished! Hope that battle was satisfying.**

 **Gajeel: Heh, ya got Metalicana pretty well. A rude jackass.**

 **But you still care about him~**

 **Gajeel *Blushing and turning away*: No I don't!**

 **Kagura: It seems to be that Archenemy has a clear connection with the Nirvits in this continuity, is that correct?**

 **Well given that your sword wasn't expanded beyond causing calamities, I decided to add some creative license.**

 **Lily: And the Magic Transference scene?**

 **Just a way to give Levy the strength to destroy the Lacrima. Besides, it's not like it was the first time in the story…**

 **Anyway, thanks for reading. Make sure to follow and favorite, and leave reviews on how you felt about this match. The final chapters to the Oracion Seis arc are coming up soon.**


	42. The Secret History of the Nirvits

**Welcome back folks. You know how near the end of the manga things get weird. Like for example, how ******* is the** _ **actual**_ **Zervis kid.**

 **Gajeel: If that's not trolling, I don't know what is.**

 **Natsu: I can't believe my nephew's ******. My life is getting too weird for this.**

 **Gray: You're already a four hundred years old dragon slayer!**

 **Mavis: Honestly Precht, why would abandon a young child on his own.**

 **Kagura: No one is going to question that Fairy Tail's second master did a magic C-Section on a biologically twelve year old?**

 **Honestly, that died down when it was mentioned Mavis was a mother lots of chapters ago. Anyway, I like to thank Swifto123, Blackrose0854, . , thatirishdrunk, and Happy Jinxmas for favoriting and following Fairy Tail. And I want to thank Cinder Fall 39 and OneWhoCharms for their reviews for last chapter. Glad you guys enjoyed Metalicana's apperance.**

 **Gajeel: You got the portrayal pretty right.**

 **Lyon: He's a lot like Gajeel, except much more wiser.**

 **Gajeel: What'cha say, ice prick?!**

* * *

 **Welp, I'll be having Laxus give the disclaimer.**

 **Laxus: Twice in one arc, huh?**

 **Hey, don't fix what's broke.**

 **Laxus: Alright then. DigiXBot does not own Fairy Tail**

* * *

 **Secret History of the Nirvits**

 _Gajeel coughed as he transformed out of his sphere form, and the black scales covering him started to fall off. He turned to the fallen Dark Mage. "It's all over Marian. Nirvana and the Oracion Seis are finished. Thank you, Metalicana."_

* * *

 _Not bad, Redfox,_ Laxus smiled as Gajeel reverted from his Dragon Force form. _You were stronger than I even hoped. Glad you're on our side._ Suddenly Nirvana began to shake wildly, the damage to its legs causing it to collapse.

"What the hell-" Gajeel couldn't finish as the floor beneath him collapsed. "AHHH!"

"Gajeel!" Before Gajeel could fall to the ground below, Laxus managed to catch him by his hand. "Just hang on!"

"Like I have any other choice!"

* * *

"We really trash the place, huh?" Lyon grumbled as he ran out of the Lacrima chamber.

* * *

"Just need enough magic for flight!" Levy shouted as she ran carrying the still unconscious Lily.

* * *

"Fuck!" Mira yelled as she transformed into Beelzea and flew out of the collapsing room.

* * *

"It is time to make a much needed exit!" Ichiya proclaimed. But suddenly a large slab of rock fell from the ceiling and crashed into his head. "Men!"

* * *

"Keep moving, child!" Carla shouted as she and Kagura ran through a hallway in the midst of breaking down.

"I am!" Kagura, however, ran too fast that her foot was caught in a crevice in the floor.

"Kya!" She collapsed onto the ground.

Her partner stopped and turned around, and became horrified when the ceiling broke apart above the girl. "Kagura!"

Suddenly a figure moved in to cover the swordsgirl. "Iron Rock Wall!" Jura summoned a set of pillars from the walls that caught the falling debris.

"Jura-san!"

"Thank goodness you are both alright!" Carla said as she ran towards them.

"We have to keep moving!" Jura stated as he grabbed the two and ran out of the hall.

* * *

Lyon managed to locate a way out of the collapsing city. He ran down one of the massive tendrils until near the end, where he collapsed and rolled down the rest of the way.

Once he stopped rolling he looked around for his comrade, with bits of relief filling him when Mira landed nearby. "Any sign of the others?" She asked as she reverted her Satan Soul.

"No." The ice mage shook his head. "You're the only other person I met."

"Do not fret, my honey~" The two then spotted a muscular giant with orange hair and a bruised face. "For I am still alive!"

The two reacted quickly. "What the hell?!"

"Keep back!" Both prepared to attack the stranger.

"Wait!" He held his large hands in surrender. "Do not attack. It is I, Ichiya Va-" He didn't finish as a sharp shriek filled the air, as a blue haired figure crashed into him from the air behind. Ichiya shouted "Men!" and face planted to the ground while Levy rolled a few feet as her rune wings faded away.

"You're alright, Levy?" Mira asked as she helped the letter mage.

Levy panted for a few seconds before speaking. "Yeah… just used the last of our magic… to get out of Nirvana."

"'Ours?'" Lyon asked.

"It's a long story." Lily answered as he stirred awake.

Levy smiled at the Exceed in her arms. "Glad you're alright."

"As am I." The five wizards turned and saw Jura reaching them with Kagura and Carla under his arms.

"Jura-san." Ichiya said as he got up from the ground, wiping off the bits of mud on his face. "It seems you managed to save the young ones."

"Looks like it's too difficult to keep a Wizard Saint down." Lyon said.

"I just needed to recover my magic after that explosion." He explained as he gently put the two girls down.

"It seems that all of us are here." Ichiya stated.

"What about Gajeel?" Levy inputted. "Was he still on Nirvana when it collapsed?"

"Laxus isn't here either." Kagura muttered. "I hope he and Gajeel-san are okay…"

"Gajeel's not one to die that easily." Lyon stated.

"We just have to hope for the best." Lily said.

 _Come on guys._ Mira thought. _Where are you?_

Suddenly the earth near them bubbled, then burst into mud as Richard came out carrying Gajeel and Laxus in his arms.

"The bonds of brotherhood provide the love that saves us!" Richard shouted. "Oh yeah!"

"Laxus." Mira smiled in relief.

"What the hell happened?" Gajeel grumbled as he and Laxus got down. Meanwhile Laxus looked at the Earth Mage in confusion. "You saved me. But after all I did you and the rest of your guildmates..."

Richard gently smiled back. "I remembered the deal you made with Brain years ago. But one cannot walk the path love without forgiving those that also seek that path, oh yeah."

"Hold on," Carla said sternly. "Isn't that one of the Oracion Seis?"

"Don't worry," Jura replied while smiling. "Richard's a changed man now."

 _Richard?_ Mira thought. _It couldn't be..._

"Gajeel-san!" Kagura said as she ran to the dragon slayer, statrling him when she wrapped her arms around him.

"What are ya-" He began in irritation, but stopped when she spoke.

"You saved Cait Shelter." She said as tears of joy threatened to flow out of her. "Thank you."

The dragon slayer was stunned for a few seconds before sighing. "Alright, Half-Pint. Just this one. But don't make this a habit." Kagura nodded as she let go, causing Gajeel to smirked as he rubbed her hair. "Besides, I heard from Thunderhead that you went to take down one of those Lacrimas."

"Stop that!" She protested as he laughed.

"Thank goodness everyone all alright." Levy smiled in relief. She then took notice of a blond haired man wearing a fur coat. "Who's he?"

"Never seen him before." Lyon said. "Is he another guy from Blue Pegasus?"

"That's Laxus." Mira explained calmly, causing them to look at her in shock.

"What?!" Levy shouted.

"Why is here?!" Lyon gritted as Mira walked over to the Lightning mage.

"Hold on!" Kagura said as she ran towards them. "Laxus is changed now! He lost his memories!"

"What?" Levy asked.

"Still…" Lyon began skeptically.

"It's alright," Gajeel grunted. "Guy helped me out with Marian back there."

Mira arrived by Laxus. "I want to thank you for all you did." She said.

"Why thank me?" He asked. "Gajeel was the one that took down Zero."

Mira smiled in concern before speaking. "You got any plans after this?"

He sighed. "Not sure."

"It's not like what you're looking for that easy to get."

"The problem is what happens after I find them." Laxus replied. "If what you and Midnight said was true, then what's making sure Ultear's influence doesn't return? What's making sure that when I regain my memories, I won't become that man again?"

"I'll make sure." Mira replied strongly, with Laxus facing her in shock. "Even you do turn evil again, even if I end up hating you, I can never leave alone. I-"

"Men!" The turned to Ichiya and saw him pressing against an invisible wall.

"What's wrong, Ichiya-san?" Lily asked.

"I was trying to find a place to make a letter," The Parfum mage answered. "But bumped into this strange contraption."

"There's some letters on the ground." Kagura said, pointing to a perimeter of runes surrounding them that soon became a wall around them.

Jura recognized the spell. "This is…"

"Jutsu Shiki." Levy finished. "Just like Freed uses."

"Think you can break this one, kid?" Mira asked.

"Sure-"

"Try that, Levy McGarden," An unfamiliar, regal voice said, stopping the 11 in their tracks. "And you still won't take a step from this place." An army of men approached the wizards, each wearing a white robe covered by a teal cloth with a white ankh and a three-part headgear, and holding a red staff topped with a small lacrima. Leading them was a man with tied-back black hair, glasses, a blue-dress shirt with a black ankh, and a white cloak.

"I apologize for this," The voice from before said, coming from the man with glasses. "I have no ill intents, but I must withhold you for a few minutes. Allow me to introduce myself. I am Lahar, Captain of the 4th Custody Enforcement Unit of the New Magic Council."

"The new Council?!" Lyon questioned.

"Yajima said that a new council was forming," Mira said. "But to be ready so soon."

"The Council was reformed quickly so that law and order can be restored to Ishgar, and that chaos and evil may not roam free." The council agent explained.

"Then why are you here?" Gajeel snarled. "We haven't done anything wrong!"

"I know that." Lahar replied coldly. "We came for the members of the Oracion Seis. All five have been apprehended, except for that man." He pointed at Richard, startling all of them. "The one known as Hoteye, please come forward."

"Wait!" Jura protested. "Richard-dono has-" He stopped when the other Earth mage placed his hand on his shoulder.

"It's alright, Jura-san." Richard said. "I shall surrender to them."

"But..."

"Even though my good heart has been freed by love, I still carry the sins committed as Hoteye. It is best to start over by taking responsibility for them."

Jura sighed, then smiled. "If that is what you want. Then I shall search for your brother in your steed."

"Really?!"

"Yes. I just need his name."

"Of course. His name is Wally, Wally Buchanan."

"Wally?!" Mira exclaimed in recognition. _Then Hoteye is the same Richard!_

"The Pixel wizard?" Lily asked.

"I can see the family resemblance." Gajeel deadpanned.

"We grew up together on our own after our parents died." Richard explained fondly. "Life was difficult, oh yeah, but we remembered our blessings and remained positive. But eight years ago we were captured by a group of cultist that had raided a nearby village. When they took us to what you knew as the Tower of Heaven, they separated us to different sections. After Brain took me and my comrades, I never saw him again."

"I know who he is." Mira said to Richard and Jura, shocking the two. "He's a friend of mine when I was at the Tower of Heaven. He's doing pretty well. Last I heard he was travelling the continent with a few friends."

Richard gapped at the news, and when Mira smiled to confirm, he began to cry in joy. "Thank you." He fell to his knees and clasped his tearful face. "This must be a miracle only for those that walk in the light. Jura-san, Mira-san, thank you. Thank you, oh yeah!"

After he calmed down, Richard got up and walked to the Rune Knights. He willingly let them place magic-sealing cuffs on him and let them escort him to a containment carriage.

"Even after turning good, he's still being arrested." Levy said sadly.

"There's nothing we can do," Lyon replied. "It's his choice."

"Are you done yet?" Ichiya asked as he continued to press against the Jutsu Shiki. "I cannot hold myself any longer!"

"No." Lahar said. "There is another we came for besides the Oracion Seis. For infiltrating the Magic Council and bringing its destruction, then firing the Etherion, there's an evil greater than the Oracion Seis."

Mira's eyes widened when she realized who they were talking about.

Lahar pointed directly at Laxus. "Laxus Fernandez, for those crimes against Ishgar you are to be arrested. Surrender peacefully, or any resistance shall be met with death!"

"Hold on!" Gajeel shouted.

"That's not right!" Kagura protested

"He is a dangerous man." Lahar stated as two Rune Knights walked over to Laxus. "We cannot allow him to roam free in this world." Laxus gave no resistance as they placed magic-sealing cuffs on his arms.

'You don't understand!" Kagura shouted. "He lost all his memories! He doesn't remember any of the things you talked about!"

"And it wasn't in his free will." Mira added ."He was under the influence of Ultear Milkovich, another infiltrator and a member of Grimoire Heart." The others looked at her in shock of the news. "I learned this while in telepathic link with Midnight, through the astral plane."

Lahar sighed. "Article 13 of the Penal Code does not pardon in the name of amnesia. But given your statement, miss Strauss, we will interrogate Midnight. Perhaps Laxus may receive a trial for his actions." He snapped his fingers and the Justu Shiki faded

"But-"

"It's alright, Kagura." Laxus said. "I won't resist them. Like Richard, I need to pay for my past sins." He sighed. "It's too bad I didn't get to remember you. Sorry about that."

"She told me that you saved her, a long time ago." Carla said.

"Is that so. I may not clearly remember what pain I brought all of you, but at least I can know that I at least save one person." He turned to Mira. "Mira, thank you for everything, for giving me a chance." The Rune Knights began to escort him to the carriage holding Richard.

 _I have to do something._ Mira thought. _I need to stop this or I'll lose Laxus forever. He'll be alone if his memories return._ Gajeel noticed her clenching her fist in indecision. _He can't escape from darkness in a cell!_

"Is that all you have to say?" Lahar questioned Laxus as the latter was escorted by him.

"Yeah."

"It is certain that even with the evidence from Strauss and Midnight, you will face at least a life sentence if you're lucky. Though I'm hoping that you'll be executed. This may be the last time you will see these people again."

"Stop this…" Kagura begged as they continued to push Laxus away from them.

 _What are you waiting for, She-Demon?_ Gajeel asked mentally to Mira. _Don't you want to save him._

Before either could act, Kagura screamed out "Let him go!" and raised her hands towards the knights. The knights moving Laxus suddenly felt immense weights on their shoulders as they collapsed to the ground.

"Kagura?" Laxus turned his head to the face the girl in shock. _Gajeel said I killed her brother? Does she even know that?_

"What are you doing?!" Carla asked her partner in shock.

"Laxus is a good person!" She cried out. "He doesn't have to go to jail!"

"Someone stop that child!" Lahar commanded. "She's getting in-" He couldn't finish when he saw some of his men impacted by a metal club.

"You heard her!" Gajeel snarled as he pulled back the club, then rushed towards them. "He's not going anywhere!"

"Gajeel!" Lily shouted.

"This is the council we're dealing with!" Levy reminded.

"Screw the council!" Gajeel roared as dozens of Knights formed a wall in front of him, trying to keep him from Laxus.

"Gajeel, stop it!" The lightning mage shouted.

"No way!" The Dragon Slayer yelled as he pushed through his opponents. "You're one of us, Thunderhead! We won't abandon you!"

"Why you…" Lahar growled. "Seize that man!" He ordered, and five Rune Knights carrying staffs charged to Gajeel. One was about to strike him, but he was pushed aside by a punch from Lyon.

"Go for it, Gajeel!" The ice mage shouted, as he grabbed an incoming knight and threw him at another. "You want to save him, then go after him!"

More knights prepared to blast the two down, but were stopped when a black blur tackled one of them.

"They have the right idea!" Lily shouted as he used his sword to knock out the rune knight he had attacked. "Laxus risked his life to help us destroy Nirvana, and this is the thanks he receives!"

Another knight was brought down by a sweep kick from Levy. "Then it looks like this new Council's no better than they think they are."

"Agreed," Jura said as he cracked his knuckles. "Laxus-dono is a good-hearted man. He does not deserve the cruelty you wish to inflict!" He easily fought against a dozen rune knights.

"Even I shall join!" Ichiya proclaimed as he slammed into another group. "Though it pains me to do so, Mira-san will be tortured if Laxus-san is taken from her!"

"You can't take him!" Kagura cried as she increased the gravity between the approaching Rune Knights and the earth, despite the growing weakness from each use. "He can do good only when he's free!"

As the others continued to fight against the increasing number of Rune Knights, Mira and Laxus remain still, undecided how to react.

"Come on, Laxus!" Gajeel shouted as the council agents tried to hold him back. "We can't let them take you from Mira! She needs you by her!" Laxus felt his resolve weakening by every statement.

"You're one of us now! We'll fight for you to be free!"

"You people think that one good deed frees a man from a lifetime of crime?" Lahar snarled. "Then I shall arrest all of her for interfering in the line of duty and in the arrest of a criminal!" More knights went after the guild wizards, their staffs glowing intensely for battle.

"Come on already!"

"Enough!" The entire battlefield froze when Mira cried out. "Just stop this, all of you!" She sighed as she faced Lahar. "Sorry about this. I'll take full responsibility. If Laxus wants to go with you, then I will let you." The Lightning mage smiled at her consideration.

Gajeel began to protest. "Hold on-" But he stopped when Mira glared at him.

Lahar gave a last scowl at the wizards before pushing Laxus to the carriage. But Laxus suddenly stopped, then smiled. "You've became strong, Mira. " Her eyes widened at the same statement she heard from Akane Beach. "Goodbye." The guild wizards watched painfully as he was sent into the carriage, and the Rune Knights left it with out of the forest, leaving the others behind.

"No…" Kagura cried.

"Even after helping us, they wouldn't give him a chance." Levy said sadly.

"Perhaps Mira-dono's statement might give some hope." Jura said, but it was clear the lightning mage had little chance.

Suddenly the bushes by them shake. "Now what?" Gajeel growled. They were shocked when Cubelios, with one of its wings still injured, came out and hissed at them.

"Really! Of all times you come now!"

"Cobra's snake?!" Levy exclaimed, stepping back as she gripped where the serpent clenched its jaws on her.

"I am gonna turn you into a pair of boots!" Gajeel snarled as he marched over to the purple serpent.

 _Cubelios has a voice like a real person! I just near to hear it!_ Mira remembered Cobra's statement from her fight with Midnight and shouted "Stop!"

"What?"

"We're bringing her back to Fairy Tail so Master can take a look." She exclaimed to their shocked expression. "Lyon, think you can stun her long enough."

"Um, sure?" The ice mage replied. Taking a deep breathe, he brought his hands together and shouted "Ice Make: Mongoose!" A slim mammal construct came from his hands and moved towards Cubelios. It wrapped itself around the serpent's neck, causing to be drowsy until it fell asleep.

"Will that work?" Ichiya asked.

"Snakes are cold-blooded. My ice will keep it asleep for awhile. But why bring it Mir-" Everyone was shocked when they saw that the She-Demon had vanished. "Where did she go?"

"I think we should give her some time alone…" Levy said sadly.

"Perhaps it's for the best." Lily stated.

"I'm afraid that's not the case," Carla sighed. "Kagura has already gone after her."

* * *

 _Years ago, in what would be the Tower of Heaven_

" _Laxus Fernandez?" A young boy with spiky black hair said. "Well that's a mouthful."_

" _Yeah, cause Wally Buchanan is easy to remember." A blond haired boy joked back. He turned to a white-haired girl huddling in the corner of their cell, keeping one of her arms hidden from view. "What's your name?"_

 _The girl gave no response. "Don't mind her," Wally said assuredly to Laxus. "She's just a quiet one."_

 _Laxus was silent before walking over to the girl and smiling. "It's alright, we're not gonna hurt you."_

 _The girl looked up with curious blue eyes and instinctively held out her left hand. But in doing so revealed that her right arm was violet and covered in purple pusses._

" _Woah!" Wally exclaimed, causing the girl to close up again. Laxus glared at his friend to control himself before turning to her. "It's alright. I think it looks cool."_

 _The girl looked at his stormy gray eyes and saw his sincerity. "M-my name is Mira. Mirajane Strauss."_

" _That's a nice name." Laxus replied._

" _So…" Wally began. "About your arm…"_

" _I was cursed after beating a demon." She muttered. The two boys heard and were easily impressed._

" _That's awesome!" Laxus said. "You must be strong, then."_

" _Not strong enough to get away from those cultists." She grumbled._

" _Well, I know one day you'll be strong enough to."_

* * *

Mira sat on top of a cliff and against a marble slab, her eyes ready to leak tears. "Laxus…" She heard the sound of pebbles being crunched, and saw Kagura hiding behind another stone slab.

"S-sorry!" The swordsgirl quickly apologized. "I didn't- I just wanted to make sure you were okay. I'll just-"

"No, it's okay." Mira smiled as she wiped away her tears. "I don't mind." She gestured for her to come, and Kagura came to sit by her.

It was silent for a few seconds before Mira spoke up. "Carla told me that you joined the alliance because you hope to learn about your brother."

Kagura was startled at first, but then frowned and nodded. "That's true. Did you knew him like you knew Laxus and Richard-san's brother?"

Mira smiled sadly. "He was my old friend back in the Tower."

"Do you know what happened to him?"

Her smile dropped, and she then explained what happened. Kagura's eyes widened, wide enough for streams of tears to escape as she broke down from the news. Mira held her tightly, comforting the swordsgirl as she too cried for what has occurred, for both Simon and Laxus. They remained this way, even as the sun rose behind them.

* * *

Hours later, the Allied Forces members were in the Cait Shelter Village. "Wow." Levy said as she examined her green, midriff-baring top and long green skirt. "I look amazing in this."

"I suppose you look cute," Sherry said as she looked at herself in a mirror while wearing a red outfit of similar design. "But I look quite sexy."

"Everyone here is a member of Cait Shelter," Kagura explained. "Fabric-weaving's actually a speciality here."

"So is this a style passed down from the Nirvits?" Levy asked.

The young girl pondered before speaking. "I suppose it is. That never came up."

"Oh yes, you were never even aware that Cait Shelter was comprised of the Nirvit's descendents." Sherry said.

"Yeah, or even that Archenemy was one of their creations like Nirvana was." Kagura said as she eyed the sheated sword attached to her waist. "Maybe it's because I joined from the outside."

Levy then turned to Mira, who sat down silently. "Hey, Mira. You sure you don't want to try something on?"

Mira gave back a small smile. "Sure… I'll get to it." Levy then frowned, knowing the incidents from last night still affected the She-Demon.

"So you also don't know when Cait Shelter joined the Regional Guild Union?" She heard Sherry ask Kagura. When Kagura shook her head, Sherry continued. "I feel condescending for saying this, but I have never even heard of Cait Shelter before the mission. Of course not all guilds are like Lamia Scale…"

"Now that you mention it," Levy said. "I never heard of Cait Shelter before either."

The Swordsgirl rubbed the back of her head as she meekly smiled. "I guess our guild isn't that well known, huh?"

"As interesting as this conversation is," Carla interrupted. "we must get going. Everyone is waiting at the courtyard."

* * *

Moments later the wizards of the Allied Forces, sans Kagura and Carla, were standing in front of the gathered members of Cait Shelter at the village's courtyard. The wizards of Fairy Tail and Lamia Scale were wearing traditional Nirvit clothings, while Blue Pegasus were dabbed in their suits.

"Fairy Tail. Blue Pegasus. Lamia Scale. And our own Kagura and Carla." Roubal said to the proud wizards in front of him. "We owe you greatly for defeating the Oracion Seis and destroying Nirvana. As the representative of the local guild union I, Roubal of Cait Shelter, offer you my thanks. Thank ever so much. Nabura."

"You are very much welcome, Master Roubal!" Ichiya replied eccentrically. "It was one battle after another against the six demons! The war against the Oracion Seis was not easy. But the comradery between each other lead us to victory!"

"That's our sensei!" The Trimen cheered.

"That guy loves stealing the spotlight." Gajeel grumbled.

"Did he even defeat anyone?" Levy questioned.

"I worked with people like Ichiya-san before." Lily said. "It's best to let it slide."

"Both of you done well in our mission." Jura said to his guildmates.

"Thanks, Jura-san." Gray replied.

"And now it's over." Sherry said cheerfully.

"Well, what are we waiting for then," Gajeel smirked. "A victory like this requires a party!"

"Agreed!" Ichiya shouted. "Ichiya-"

"Ichiya!" The Trimen continued.

"The Shining Star!"

"Shining Star! Oh yes, oh yes!" The pegasuses began to leap side to side in joy.

"A party, huh," Lyon said, already having his shirt removed. "Now we're talking."

"Let's get started, then." Gray said, removing his top.

"Can't even wait for a minute?" Levy said.

"Let our victory party commence, oh yes, oh yes!" Ichiya led the celebration with his Trimen dancing by him, and soon Gajeel, Levy, and Lyon joined them. Mira gave a small smile at her friends energy, while Lily let out a small chuckle.

Kagura laughed cheerfully at the display, but she soon stopped when she noticed how silent her guildmates were. Eventually the other wizards took notice, freezing in place from Cait Shelter's own silence.

"My friends," Roubal finally spoke. "I must apologize for concealing the truth of the Nirvits tribes."

"Really, ya ruined the mood for that?" Gajeel grumbled. "Not like it was a problem."

"I don't mind either, master." Kagura said to the old man. "I'm sure you had your reasons."

Roubal sighed before continuing. "Everyone, I ask that you listen carefully to what I am about to say. First of all, we are not the descendents of the Nirvite Tribe. Rather, we are the Nirvites. And the man that created Nirvana four hundred years ago… was I."

"No way!" Gray exclaimed.

"Four hundred years…" Levy gasped.

"..." Gajeel's and Lily's jaws dropped at his statement.

"The story began many centuries ago, before Nirvana was even a thought in my mind." Roubal explained. "I was a young inventor in my village. Even here surrounded by the mountains, vicious enemies came to attack us.

"At 15 was when I decided enough was enough. Using ancient iron-working, I created a blade imbedded with pure magic. It was the first weapon that I knew of that could absorb magic from the air like humans and dragons. That blade, would one day receive the name Archenemy."

Kagura gasped as looked carefully at the sword by her waist. _You really were there. Was that why you feared Nirvana?_

"Archenemy was not yet a bringer of calamity, but a means of deterrence. Its immense strength kept everyone from raiders to even a few dragons away. Thanks to their fear, the Nirvits were able to enter true isolation, and later grew to a beautiful civilization.

"But even in our isolation, we could not ignore the wars that ravage the rest of our world. So at the age of fifty, I devised a new innovation, known as Nirvana. Instead of using fear like Archenemy, it's used magic to disuade our foes, by taking away their dark desires that fueled their wars.

"My people were willing to help in my dream. We spent years working on Nirvana, using it as our home and nation. It was a symbol of peace for many years. But we were reminded too late that for every action, there was an equal and opposite reaction. Because Nirvana did not turned darkness into light as intended, but rather took that darkness into us.

"It was simply a matter of balance. It was impossible to transform darkness into life. For where light is born, there must darkness. And where darkness is born, so is light."

"Now that you mention it," Lyon mumbled. "Sherry and Hoteye were inverted at the same time."

"So the darkness ripped away from the outside world became pulled to Nirvana," Roubal said. "And that darkness became absorbed by its people."

No…" Kagura said, shivering at the realization of such an incident.

"Imagine all the evil in the world concentrated in one place. Nirvana turned from a beacon of peace to a city of hell. Every last one of us became consumed in darkness and violence. Brother murdered brother. Parents drowned their own children. And I-" The already frightened audience were startled when the old master gripped his face. "The punishment for my ambition was to take in most of that evil."

* * *

 _Hundreds of Nirvits were engaged in battle. They used tools, once meant for art and gardening, as weapons to shred apart their opponents. Suddenly they felt a burst of magic. Turning quickly, they saw their leader Roubal. No longer a human figure, he appeared as a bladed beast with his sword pulsated, thirsty for their blood._

* * *

"Archenemy and I were trapped on a path of massacre. We were one being searching for carnage, and carnage we delivered. Limbs were sliced off, hearts were ripped from their bodies. Nirvana became painted in blood.

"Yet in some miracle I could not comprehend, I was able to regain my humanity for a moment. I used that clarity to reach Nirvana's control and pull out the evil plaguing us, and return it back to the world I ripped it from. But by then it was too late. Everyone else was killed in the madness. I was the only survivor, left only with my rage-filled blade, and regret. consuming my soul.

"Hm, although survival is no longer accurate. My own body perished years ago. I am nothing more than a spirit, tied to the world as a sentry for Nirvana, atoning for my sins by finding someone to destroy Nirvana once and all." He smiled. "And now my task was over."

Kagura shook as she took in her master's story. "But that is…" She stopped when one by one, her guildmates glowed before vanishing.

"What-" She looked in horror as they all disappeared before her eyes. "Magna, Pepe! What's happening?!"

"Everyone is disappearing!" Carla shouted. "But why?!"

"You can't-" Her guildmates smiled gently to her and Carla as they faded away. "Why are you doing this?!"

"I must apologize greatly to the two of you, especially you Kagura." Roubal said. "For your guildmates were not real, but rather illusions of my own creation."

"That's impossible…" Lily gasped.

"Illusions with their own personalities?" Gray asked

"Such magic power." Jura said in frightened amazement.

"In order to watch over Nirvana, I stayed in this abandoned village. I used isolation as self-punishment for my sins. But that changed seven years ago, when a young boy came to me. He asked me to take care of a young girl that was searching for her brother." At this Kagura swallowed, knowing what incident he was speaking of. "I first wanted to refuse, but seeing his clear and persistent gaze, I could not help but agree…"

* * *

" _Excuse me, sir." A young Kagura said to Roubal as they sat in a dusty old building. "Where am I?"_

" _Um…" Roubal let out._

" _He lied to me." She said, tearing up. "Laxus told me that I was going to stay at a guild…"_

 _Unable to resist her broken expression, Roubal spread his arms and said cheerfully. "This is a guild!" The girl looked at him in confusion. "Yes, a peaceful guild full of wizards!"_

 _Really?!" Kagura asked hopefully._

" _Yes! Step outside and take a look. Everyone is waiting to meet you."_

* * *

"And so I created a guild, populated by illusions based on my comrades from centuries ago. Other than Carla, you were the only true living being"

"All this time," Levy held a hand to her mouth. "This guild was created for Kagura-"

"No!" Kagura cried as she covered her ears. "I don't want to hear this! How can you be so cruel?!"

"They were days I pondered if I should make replicas of your brother Simon or your comrade Laxus whenever you went searching for them." Roubal choked. "But I knew in my heart that this day would come, and that it would much for painful for you in the end."

"Please," Kagura begged. "Master, Busk, Naoki. Don't go…"

"It doesn't have to be this way." Carla cried.

"Kagura. Carla. It'll be okay. You know longer need illusionary companions," He pointed to the gathered wizards behind the two. "for now you have real, breathing companions." Roubal smiled as his body glittered and broke apart into the wind.

"Master!" The swordsgirl ran towards him, hoping to stop him.

"Please use Archenemy as I originally intended, Kagura. Be a better master than I even was, and strive for the future. And to our new friends." His voice echoed as the last trace of him faded. "Your determination and compassion relieves me, knowing that Kagura and Carla will be in good hands."

As soon as he vanished, Kagura fell to her knees. "Master!" Tears rained down from her eyes, as the tragedy of the last few days steamrolled over her. She felt trapped and alone. The other wizards remain still, unable to find a way to help the broken girl.

...All but one wizard though.

Kagura suddenly felt a caring hand on her shoulder. "It'll always be difficult when losing a loved one." Mira said. "But you'll heal over time. And you'll heal the most when with comrades." Kagura turned to face the older girl's compassionate expression.

"Come with us, Kagura. Come to Fairy Tail."

 **Oh, so many feels in this chapter.**

 **Kagura: So you went through that at such a young age.**

 **Wendy *Nodding*: Yes. I still miss my old guildmates. But I don't have to face that pain alone thanks to Fairy Tail.**

 **Kagura *Smiling*: You are definitely a brave child.**

 **Awww. Anyway folks, leave a review if you felt any sort of emotion from this chapter. And don't be stranger, follow or favorite if you're enjoying this. See you next week.**


	43. Fairies New and Old

**-Kowaresou na merodii**

 **Levy: Um, DigiXBot?**

 **hitotsu dake tashika na omoi**

 **Kagura*Coughing*: DigiXBot-san.**

 **Tsumugidasetara!**

 **Lily: DigiXBot?**

 **boku ga shinjitekita subete-**

 **Gajeel: Would ya quit singing?!**

 **Gah! What is it? I told you not to bother me in my private session.**

 **Lily: It's time for the next chapter.**

 **What? No way, that isn't until…**

 ***Check Time***

 **Holy Shit, it is time! Um, please ignore that, my audience. I was, practicing my narration. Anyway, here's the end of one arc and the beginning of the next. First I want to thank Mugen7 for following Alternate Tail. Second, I want to thank OneWhoCharms and Cinder Fall 39 for their reviews. Yes, last chapter had so many feels… But now this chapter may bring some joy!**

* * *

 **Yeah, honestly I can't figure out who'll be doing the disclaimer this time. I thought I would have something figured out by then. So I'll just do it myself. DigiXBot does not own Fairy Tail. Eh, that was anti-climatic.**

* * *

 **Fairies New and Old**

 _Kagura suddenly felt a caring hand on her shoulder. "It'll always be difficult when losing a loved one." Mira said. "But you'll heal over time. And you'll heal the most when with comrades." Kagura turned to face the older girl's compassionate expression._

" _Come with us, Kagura. Come to Fairy Tail."_

* * *

"Everyone packed?" Mira said as the Allied Forces stood on a dock near the Westwood Sea.

"Mm." Kagura nodded happily as she held onto a suitcase with her belongings. "All ready to go."

"Why does it have to be a boat?" Gajeel groaned.

"If it'll be a problem, Gajeel-dono, then some ginger might make the trip easier." Jura said as he handed some of the roots to the Dragon Slayer.

"You always keep vegetables on you?"

Jura chuckled. "As long as they aren't peas, I'm alright with any vegetable."

"It'll be great to have you guys joining soon." Levy said to Fairy Tail's newest members.

Carla scoffed. "I'm only joining because Kagura said she is going.

Kagura held her fist up and smiled. "Definitely! I bet Fairy Tail is amazing!"

"Supplies are packed up." Lyon said as he and Lily came down from the ship on the gangway. "Including our special guest."

"What's making sure she won't attack you guys?" Gray questioned.

"There's enough ice to keep an ectothermic like that asleep for a few days."

"You guys are really going to bring Cobra's partner, huh." Hibiki said.

"That's no ordinary snake, though." Sherry stated. "I tried to use my doll magic in our first fight against the Oracion Seis, but for some reason it failed."

"All the more reason to take it our master." Mira said. "Look's like it's time to go."

"Then let us say goodbye," Ichiya said, giving a farewell pose. "But I hope to smell the lovely parfum of Mirajane-san and Levy-san soon."

"We should schedule a playdate soon." Eve added cheerfully.

"And afterwards, I'll give a perfect night to finish the visit." Hibiki said.

"Give my regards to Makarov-dono." Jura said to Mira and Lily.

"We will." The older Exceed replied.

"And give a hello to Ooba-san." Mira added.

"Hey Lyon, try to work on that stripping habit of yours," Gray joked to his half-naked counterpart. "I thought it'll be gone after all these years."

"I should not be hearing such things from you." Lyon scoffed back.

"Hmm," Jura hummed. "Gray, have you seen Sherry?"

The ice mage looked around. "Huh, she was just here."

"That's odd," Eve said. "Ren is missing too."

"Actually," Levy smiled deviously as she pointed to the edge of the dock, where the two wizards were… flirting?

"You should be going now," Sherry said with a blush on her face. "You don't want to miss the next boat."

"Don't expect me to miss you, okay." Ren, equally as red, denied.

Eve and Gray gapped. "Ren?!"

"Sherry?!"

"Maybe we should give them a few minutes." Levy suggested.

"Look's like some team bonds last a long time." Mira quipped.

"Do you think that they'll be proud of me?" Levy heard Kagura ask Carla.

"I'm quite sure your brother and Laxus would be amazed of how much you've grown." Carla replied. "But you are not done growing yet, young lady."

"Oh, right." Kagura smiled. She then race up the gangway to the ship, with her partner flying behind her and shouting about her hastiness.

Levy turned to Mira and asked "Have you told her yet?"

Mira stiffed, but then motioned for Levy to be quiet and signaled Gajeel, Lyon, and Lily to come over. "About that…"

* * *

" _Do you know what happened to him?"_

 _Mira's smile dropped before speaking. "You know that Laxus was under someone's influence, causing him to do unspeakable things such as building the R-System. Under that spell, he was going to sacrifice me to bring back Zeref. Your brother got my friends to save me and Laxus from what happened. But in trying to free Laxus, the power that was controlling him killed Simon."_

" _No…" Kagura let out as her eyes watered up before breaking down. Mira held the crying girl tightly to her frame._

* * *

"So you lied to her." Gajeel mumbled.

To their shock Mira flinched a little, but she continued. "I didn't lie. I told her the truth, just not the entire truth."

"Don't you think that she deserves to know what specifically happened to her brother." Lyon asked.

"You saw how she sees Laxus. She thought she was a hero, someone that protected her from when she was young."

"Did that even happened?" Levy pondered. "I thought Laxus spent eight whole years in the tower."

"I'm not sure, but I have some ideas…" The She Demon mumbled. "But what matters is that it happened for Kagura. With everything that happened, it'll destroy her to learn what Laxus did to Simon." She sighed. "Simon gave his life to save mine. So it's my responsibility to keep Kagura safe."

"Then we'll have to keep that fact hidden."

"I'll tell her eventually, one day…" The others could tell that Mira was not yet willing for that day to come.

* * *

After the boat ride to Hargeon, the five- now seven - fairies took a train back to Magnolia. When they entered, Mira explained the situation to her guildmates.

"... and that's it. I've invited Kagura and Carla to our guild." Mira said.

"It is nice to meet you." Kagura said, bowing respectfully. Immediately the Fairy Tail wizards were in excitement.

"How cute!" Warren gushed.

"Another Exceed!" Bixlow cheered. "I thought that Lily was the only one!"

"Only one! Only one!"

"It's nice to meet you, Kagura." Lisanna said.

"It's her, Carla!" The swordsgirl turned with eagerness to her partner. "The real Lisanna-san!"

"Yes. I can see that." Carla replied patiently.

"You came back, Levy-chan!" Lucy greeted the letter mage.

"Lu-chan!" Levy leaped and embraced her close friend, both ending in a pile of giggles.

"So how was the allied forces?" Merudy asked Lyon.

"It was okay." Lyon replied calmly. But inwardly, _I am glad to once again be by your side, Merudy. I hope the next mission shall pair us together._

"Glad that Kagura's being taken well by everyone," Mira said to Makarov.

"That's makes it easier to welcome them in." The old man replied. "And I congratulate the five of you for defeating the Oracion Seis." He looked around. "Actually, where is Gaj-"

"Quite squirming." Everyone faced the entrance, where Gajeel was in his iron form and trying to keep a hold on Cubelios.

"Is that a serpent?" Erza asked. "And why are you holding it like that?"

"Trust me," The Dragon Slayer gritted. "This one's trouble. Especially with all the flying and biting."

"That makes no sense Gajeel." Elfman stated. "How can a snake fly? It's not even a man!"

"A man?" Lily asked the Beast Takeover.

"I think it's kind of cute." Lisanna cooed at the purple serpent.

"I wouldn't get too close, Li-chan." Levy warned.

"I brought it with us because it's obviously not a regular snake." Mira explained.

"You are right about that." Makarov said as he walked over to Gajeel and Cubelios. "Let her go, Gajeel."

"Seriously," Gajeel protested. "Didn't you hear what I just said?"

"You shouldn't treat a young lady like that."

Blinking in confusion at the old man's statement, Gajeel reverted his iron scales and let go of Cubelios, who rose and hissed menacingly at Makarov. Before the wizards could rush to save their master, Makarov placed his hand on the serpent's head, causing it to glow brightly. When the glow faded, a young, plump girl with violet hair was in her place.

"The serpent was truly a girl." Freed exclaimed.

"And she's naked!" Macao shouted, and he covered Ryo's eyes as he and the other men closed theirs.

"Mirajane. Lisanna." Makarov ordered. "Get this girl to the infirmary immediately."

* * *

Soon the young girl was in a light-green dress and lying in one of the cots. Makarov, Lisanna, Macao, Wakaba, and Mira and her teammates were inside waiting for her to wake up.

"So she was Cobra's partner Cubelios?" Makarov asked.

"That's right," Lily replied. "Though the fact she was human..." The Exceed now felt guilt at injuring her in her snake state.

"Sherry couldn't use her doll magic on her during the first fight against the Oracion Sies." Levy said. "It must have been a mix of her human soul and her connection to Erik that made her immune."

"You think that Cobra turned her into a snake?" Macao asked.

"I don't think so." Mira replied. "When I looked through Midnight's memories, I heard Cobra say he wanted to hear her voice. This has to be what he was talking about."

Suddenly the violet-haired girl's eyes squirmed, and they opened slowly and took in the sights around.

"Where am I?" She asked.

Lisanna gently place her hand on the girl's. "We're in Fairy Tail. You were brought back from a transformation. Do you remember your name?"

"Kinana." The girl answered.

"Could you tell us what's the last thing you remember?" Makarov asked.

"Well, first there was my home. Bad people came and attacked it. They were wearing, robes and shouting something about… Zeref?" At this Mira and Lisanna winced.

"What is it?" Makarov asked.

"She's talking about the cultist from the Tower of Heaven." Mira replied.

"Next thing I knew I ended up in some… dungeon or something." Kinana continued. "I shared a cell with a boy with Maroon hair."

"Cobra…" Gajeel growled under his breath.

"I didn't get to learn his name when the bad men came back. The boy tried to stop tbe but he was lashed." At this her eyes teared up. "I was taken to this lab… and that's the last thing I can actually remember."

"She must have been transformed by the cultists in their experiments." Mira said bitterly, grabbing at her right arm.

"So that's it then." Wakaba said.

"I do remember something else from then," Kinana said. "He told me that if we're ever separated, he'll come back to me riding on a shooting star!" At this her eyes became glistening stars in a day-dream fashion. "He was like a prince charming when he said that!"

Gajeel, who was imagining the Poison Dragon Slayer doing the exact action for Kinana, grimaced at the imagery. Levy elbowed him in the stomach for his behavior.

"Everything after that was darkness," Kinana continued. "The only other thing was this warm voice that reminded me of that boy." She faced the gathered Fairies. "Do you know where he is?"

Mira sighed. "We'll see if we can find him."

"I think it's best we be going." Makarov stated. "Do you think you can keep her company, Lisanna." When the white-haired girl nodded, Makarov ushered the others outside the infirmary.

"So what now, Gramps?" Lyon asked.

"We'll have to keep quiet about her connection to Cobra." The old man said. "It's the only way for her to live a normal life."

"You really think he could turn her back into a snake?" Macao asked in shock.

"If the girl's story is true, then I doubt that. But any reminder of her life as Cubelios may restore the transformation. What I did was only a temporary measure. Until we understand what those cultists did to Kinana, we must be cautious on what we say."

"There's something else, Master." Mira said. "Something important I learn from Midnight."

"I see. Then we should speak in priv-"

"I want my team to hear this as well."

"Very well then," He turned to Macao and Wakaba. "Go tell the others that Kinana is fine." When the two men went downstairs Mira began:

"When I was in link with Midnight, I learned that Laxus didn't build the Tower in free will. He was brainwashed by a member of Grimoire Heart named Ultear."

"Ultear…" She heard Lyon murmured.

"What is it?"

"I heard that name before," He squinted his eyes. "But I can't remember why…"

"Want me to remember it for you?" Gajeel grunted.

"That's not how memories work!"

"They said that needed him to get the council to launch the Etherion." She continued bitterly. "So everything he did was some sort of game."

"Question is, why go through all that trouble." Makarov stated.

"Ultear also infiltrated the council." Levy said. "And they have thousands of artifacts confiscated over the years..."

"The council building was also destroyed after Etherion's use. Perhaps Grimoire Heart sought something in their vault. But what exactly and why…" The old man sighed. "We will have to deal with this at a later time." The six then went to the main hall, where their guildmates were conversing with Kagura and Carla.

"Gravity magic?" Freed said. "That is certainly a rare ability.

"I believe you might be a skill sword wielder." Erza said, summoning a sword from her requip space. "Perhaps a spare to assess your skills."

"Um…" Kagura let out nervously, frighten at the thought of facing against the Titania.

"Don't go scaring her Erza." Mira teased.

The knight's eyes widened, and bowed apologetically to the girl. "My apologizes, Kagura. I did not mean to frighten you."

"It's okay."

"I hope you got the chance to speak with our newest members," Makarov said. "Cause it's time to party like no other guild can!"

Everyone cheered as the celebration began. Kagura looked in awe as she saw events such as Cana's drinking contest with a few of her guildmates and Gajeel's own concert.

"This place is amazing, huh Carla?" Kagura said.

"It's quite noisy if you ask me." Carla replied. "But if you enjoy it, then I shall tolerate it."

Unbeknownst to either of them, a hooded figure watched the two with shocked stormy eyes from the second floor. He turn around and quickly vanish.

But while Kagura and Carla did not spot the individual, someone did. Lily took the back entrance out of the guild and flew to the rooftop, where he found Mystogan resting against the marble.

"It's been years since you saw her, hasn't it?" Lily asked.

Mystogan sighed. "How could you tell?"

"Kagura said that 'Laxus' helped her seven years ago." The Exceed stated. "But the Laxus Mira knew was in the Tower at that time. That left one other person."

Mystogan sighed as he removed his bands, revealing spiky blond hair and a bolt-shaped scar. "I can't talk to her. Already Mira and Gajeel have seen my face." He faced the Exceed. "What about you? You know Kagura's partner looks a lot like her. She could even be yo-"

"I already suspected that." Lily said coldly. "The real question is what an Exceed that young is doing here."

"You think she may have sent them?" Mystogan asked.

"Probably. But we have to be more cautious. I overheard Mira talking with Gray Fullbuster about Galuna Island, specifically about the night I dealt with the anonymity there."

"Then let's hope we can finish fast," Mystogan scoffed. "Though knowing him, he's too stubborn to give up with the Animas."

* * *

"So how's it been guys?" Levy said as she looked up from a stone tablets to face Kagura, Carla, Mira, and Lisanna. "You two adjusting well?" It's been one week since Kagura and Carla had joined Fairy Tail.

"It's been really nice." Kagura answered cheerfully.

"Yes." Carla said. "Although the first night was difficult with all the snoring..."

"Carla." Kagura chided.

"Again, sorry about that," Lisanna said sheepishly. "I guess me and Mira-nee got used to Elfman's snoring."

"Anyway, I heard about the girl's dorm and I hope to join soon." The swordsgirl's face flushed. "Not that's anything wrong with living with you guys! I mean, I really appreciate it and-"

"It's alright." Mira said gently. "I get it, you want to independent once you're older. Lisanna's here the same."

"Mira-nee!" Said girl protested in embarresment as her sister chuckled. "Speaking of which Levy, how come you're not staying at Fairy Hills?"

"I only heard of it recently." The Solid Script mage answered. "And given that rent is 100 thousand jewels, I doubt I'll be able to meet that price."

"So you've been looking at more runes from Galuna?" Mira asked.

"Yeap!" Levy replied cheerfully. "This new spell is a more offensive spell for Holy Scrioptúr. I only got the pronunciation at the moment, but I can't wait to use it later."

"Yeah." At this Mira entered in deep thought. _Galuna was where whatever Lily was after. According to Gray there was some sort of weather anonymity the night we were there. Just what are he and Mystogan up to…_

Her train of thought was derailed when Max and Warren raced into the hall. "He's coming!" The next moment the bell at the top of the guild began to ring.

"What is that about?" Levy asked.

"Only one thing that could be." Gajeel smirked from the bar.

"Don't tell me that he's here already." Lyon grinned.

"You bet it is," Elfman chuckled. "Gildarts's back!"

"Gildarts?" Kagura asked.

"I haven't met him either." Levy replied. "But I heard he's Fairy Tail's strongest wizard."

"Wow…"

"Gildarts's more than just a powerful wizard." Mira said. "Many considered him a warlock." At this the newer members became shocked.

"Warlock, huh?" Levy said. "Reserved for wizards that master a particular field."

"You're grandfather was the Scribe Warlock, right?" Mira asked, to which Levy nodded. "Well Gildarts is known as the Crash Warlock."

"Seriously?!"

"Everyone is making a rather big deal of this." Carla stated as she saw the other Fairies drinking and cheering at the news.

"They really can't help it." Lisanna replied. "Gildarts has been gone for three years."

"What kind of job takes three years?" Levy asked.

"Well first they are the jobs above S-Class known as SS-Class." Mira explained. "And above that are the Decades Quests, ones so tough they haven't been finished in less than 10 years. But what Gildarts's been doing is beyond that, a Century Quest."

* * *

Soon the blares of siren echoed throughout Magnolia. The citizens were in an uproar as they rushed into their homes.

"Attention Residents of Magnolia!" Several floating megaphones were shouting throughout the town. "The town is entering the Gildarts Shift! Quickly enter your designated positions! I repeat, Gildarts Shift is commencing!"

* * *

"Even if he is a warlock, isn't everyone overreacting a little." Carla stated as she the older members move away the tables and chairs.

"What's a 'Gildarts Shift?'" Merudy asked as she came over to the group of girls.

"It's best to look outside and see." Lisanna replied.

Levy, Merudy, Kagura, and Carla looked outside the guild hall and were left jaw-dropped at the sight. It seemed all of Magnolia had broken apart into plates that shifted and rose, giving way to a long cobbled path from the edge of Magnolia right into Fairy Tail.

"The entire town has changed!" Levy exclaimed.

"Gildarts's the Crash Warlock because his magic can break anything into pieces." Mira said. "Problem is he's a bit absent minded, so he ends up crashing into private homes and businesses."

"How can someone be so reckless?!" Merudy exclaimed.

"That's must be why they restructured the entire town." Levy gulped.

"He's sounds amazing," Kagura awed. "doesn't he, Carla?"

"Yes, amazingly stupid."

The sounds of footsteps mixed with an aura of immense power as they approached the guild hall. Everyone looked in excitement as Gildarts Clive entered the hall. Gildarts was a tall man with messy red hair and a scruffy beard. He carried a lax attitude as he arrived covered in a black cloak.

"So he's back…" Gajeel smirked.

"Don't go challenging him so soon, Gajeel." Lily rebuked.

"Welcome back, old timer." Mira greeted the returning S-Class.

Gildarts blinked as he looked at the girl. "Is that you Mira? You've grown… especially-"

"Ahem." She coughed threateningly.

"Right. So do you know where the guild is?"

"You're standing in it,"

Gildarts's expression became shocked, then he looked around in childlike curiosity. "Wow! Seriously, the whole place got renovated!"

"He didn't notice at first…" Levy deadpanned.

"Oh!" He took notice at the group of new female members. "Who are-"

"Hey old-man!" He turned and saw Gajeel charging straight at him. "Let's rumbled!"

The Crash Warlock smirked. "Nice to see you again, Gajeel."

"Less talking, more-" The Dragon Slayer was caught in Gildarts's arm, who spun him around before throwing him into the ceiling. Levy stared in shock as Gajeel remained imbedded above.

"Damn," Gajeel smirked. "Still as strong as ever."

"So," Gildarts said. "Who are you four?"

"My name's Kagura Mikazuchi." The swordsgirl said as she bowed respectively. "And this is my partner Carla."

"It's an honor to meet you." The Exceed replied stiffly.

"Wow. Another Exceed like Lily." Gildarts said. "Cool. Can you transform like he can?"

"The only qualities we share is being the same species and our Aera magic."

"Aww..."

"My name's Merudy Keymon." The Maguilty mage introduced.

"And mine is Levy McGarden."

"McGarden." Gildarts rose an eyebrow. "You're not related to a Joseph McGarden, are you?"

"Um, actually, yes." The Letter Mage replied nervously. "He was my grandfather."

At this Gildarts grinned, then laughed. "No way! So you're Old Man Joe's granddaughter. I knew that he had a daughter, but I didn't know that _she-_ " He paused. "What do you mean by 'was?'"

"He died three years ago." Levy answered somberly. Gildarts deflated as he spoke. "Oh, sorry about that kid."

"It's alright. So you knew him?"

"You bet," He laughed. "He taught me and a few of my friends how to master our magic. Pretty strict, but he was an okay geezer."

"Looks like you haven't changed much." Lisanna joked. The Crash Warlock gaped at her. "What?"

"Oh, thank goodness you're still here, Lisanna." He let out. "I had this weird dream on the way back that you vanished into another dimension, and everyone thought you were dead, and Mira became a cheerful barmaid."

"... why would you dream that?" Mira asked.

"Eh," He shrugged. "probably something I ate that night."

"Some things, don't change with you, huh." Lyon joked.

Gildarts laughed. "No. they don't."

"You're a real man, Gildarts." Elfman said.

"Glad you have returned." Makarov said.

"Hey master," Gildarts replied cheerfully. "Long time no see!"

"So how was your mission." The Crash Warlock responded by just laughing, before stating "Nope. That quest was too much for me."

At this the entire guild became silent, then entered an uproar.

"What?!"

"No way!"

"Even Gildarts couldn't do it!"

 _Even Fairy Tail's strongest wizard couldn't do it._ Levy thought in shock. _Just what kind of power you need to complete that 100 year quest…_

"Don't even think about it." Mira said sternly to the Letter Mage, who stiffened and twiddled her thumbs. "You're nowhere near ready for a Century Quest."

"What, no. I wasn't thinking about going."

"So even you could not accomplish the task." Makarov sighed.

"Sorry for bringing shame to Fairy Tail, Master." Gildarts said.

"The only thing you brought back was yourself, and that's more important than any reputation. In fact, you're the first known person to come back from this Century Quest."

"I guess so. I'll just go home soon." The Crash Warlock replied. A loud crash caused him to see that Gajeel had came down from the ceiling.

"Yo, Gajeel. Come by my place soon, I've got something for you." At this the Dragon Slayer's expression became curious.

"Well, see ya latter!" Gildarts waved as he walked towards one of the walls, where a section broke apart into small cubes when he walked through it.

"Seriously Gildart?!" Warren shouted. "Just use the door!"

"Come on. Lily!" Gajeel shouted. "Let's get moving!" The Dragon Slayer used his fist to make another hole, while Lily flew after him.

"We already have one wall breaker!" Max groaned.

* * *

"So what kind of gift ya think the old timer brought." Gajeel asked his partner as they crossed the bridge. "Probably some rare alloy." He licked his lips in anticipation.

"We'll just have to wait and see." Lily replied. As they entered the small dwelling that was Gildarts's home, they saw him sitting by the stove looking at an old photograph. Gildarts noticed the two and smiled.

"Sorry about the lack of a good greeting." The Crash Warlock replied.

"What's with the photo?" Gajeel gruffed.

"That Levy girl mentioning her old man made me nostalgic." He then showed them the photo. On it, they saw a group of six. In the back was a middle-aged man with ragged brown hair and hazel eyes. Directly in front of him, a scarlet-haired woman was pushing a red haired man and a black-haired man apart while both youths glared viciously at each other. To their left was a violet haired woman smiling proudly at the camera, while at their left was a blond hair teen waving cheerfully.

"Is that you and Shrimp's old man?" Gajeel asked.

"As well as Ivan and… Lucy and Erza?" Lily continued.

"Nah, that would be Layla and Irene, their respective moms." Gildart chuckled. "The chick smiling next to us is Ur, who you might know as Lyon's teacher. And the jackass I was glaring daggers at was Ivan, Jellal's old man."

He sighed. "We came from all walks of life. Joe was a Wizard Saint and twice our age, me and Ivan were Fairy Tail wizards, Irene and Ur were freelance wizards, and Layla worked at a merchant guild. Yet ever since Joseph brought us together for a quest, we became as tight as a family, the unbounded team. We worked together to improve our skills, and it wasn't rare for us to work together on jobs.

"But that was years ago. Now Joseph, Ur, and Layla are dead, Ivan's a total tool, and Irene is Mavis knows where."

The Crash Warlock was silent before Gajeel scoffed. "If you wanted to be nostalgic, then you invited the wrong person." Gajeel turned around and walked out the door.

Lily was about to reprimand his partner when Gildarts spoke that single sentence that stopped the slayer in his tracks: "I saw a dragon."

Gajeel turned around, his expression combining confusion, hope, and rage. "What?"

"During my mission. It wasn't Metalicana though. Its scales were black and keretin, not iron like his."

"Where did you…" Gajeel began.

"At the Sacred Mount Zonia." He growled. "For fuck sakes, he's the reason I failed that mission." Gajeel turned around and walked towards the door. "What are you planning when you get there?"

"Ain't it obvious?" Gajeel snarled. "I'll ask it where Metalicana is!"

"The Black Dragon won't be there anymore. By now he'll be flying over the continent. Maybe even over the entire world…"

"They could be some clue-"

"Gajeel, just look!" And with that, Gildarts pulled away his cloak, revealing his right arm and right leg replaced with wooden prosthetics, and his abdomen and right shoulder wrapped tightly in bandages. Gajeel and Lily stared at his broken form in shock.

"It all happened in a moment." Gildarts stated. "Bastard got my arm and my leg, and made sure to gut me well. I don't know much about Metalicana," He wrapped the cloak over again. "But that thing is an enemy of humanity. No human can even dream of beating it."

"What do you think Dragon Slayers are for?!" Gajeel roared back. "It isn't just a name like Warlock or Wizard Saint! Our purpose is defined in that name! That Black Dragon will know it!"

"I won't try to stop you, Gajeel." Gildarts replied calmly. The Dragon Slayer glared before running out of the home. "Damn it!"

"Gajeel, wait!" Lily called out.

"Lily," Gildarts said, grabbing the Exceed's attention. "You'll support Gajeel, right?

Lily nodded. "Of course I would."

"It's true that a human may not beat that thing. But perhaps a dragon is what we need."

"And Gajeel will one day be that dragon…"

* * *

"Fuck!" Gajeel roared as he ran to the edge of the city. "Damn it all! Shit!" As he ran he stumbled and rolled down the bank of a channel, crashing straight into the water.

"Metalicana," Gajeel growled, his tears blending with the water dripping from his face. "Dad… why did you leave me…"

* * *

Hidden from Gajeel's view, a man stood at the town's outskirt. He wore the top half of an aquamarine knight armor, his legs were covered with mechanical armor of the same cover, and his head was covered with a helmet that had a triangular visor.

The man held a finger to his helmet. "This is BG-Alpha, reporting in. A powerful wizard name Gildarts Clive has arrived in Magnolia. This will add plenty to our gain." He was silent for a few seconds. "I know, I know. Deal with the terrorists first when the intersection happens. Don't worry sir, those rascals will come like flies to honey here. And they'll pay greatly for their crimes against our nation."

 **Oh my. Just who is that mysterious soldier. And what is he talking about? Who are the terrorists?**

 **Lyon: If he's your own character, don't you know that?**

 **Actually, he isn't a person of my own design. He belongs to another copyrighted media. But to reveal him to soon will spoil the next arc's special guests.**

 **Gajeel: Isn't saying that they are special guests coming another spoiler.**

 **...Dammit.**

 **Gildarts: So, I was on a team. And with Ivan of all people.**

 **Sorry about that. Just think of him as the Sasuke of his group, except with even less justifications for his actions. At least that what I can say without even reading or watching Naruto.**

 **Gildarts: Fine by me. Besides, the female members aren't so bad…**

 **Erza: It is a rather odd group. And there is no mention that they ever intereacted. Especially my mother...**

 **Well, Gildart knew at least knew Ivan and Ur, the latter from what was said in Ice Trails. And this world's Irene happens to have a different history than canon's.**

 **Anyway, Team Unbounded is kind of a predecessor for Team Gajeel. They're the Justice Society to their Justice League. The Team STRK to their Team RWBY. The-**

 **Mira: I think they have enough metaphors. But the more important thing is the elephant in the room.**

 **You're talking about the thing with Kagura.**

 **Kagura: How do you justify hiding what happens to my brother from my counterpart?**

 **Um, prevention of childhood trauma? Well, more trauma given what happened in the last chapter. Anyway folks. Leave your reviews and get ready for the Edolas Arc. That's right baby, it's been leading up to this!**


	44. From Earthland to Edolas

**Ladies and Gentlemen. Today is the day you've been waiting for: The Edolas arc starts today! Surviving homework session and exams, I have managed to get this chapter ready. First I want to thank Moonfruit12 for following and yorusorra for favoriting. I also want to thank phantomwolfblue, Fin-Fish Jun-Tenshi, Cinder Fall 39, yorusorra, OneWhoCharms, Technow, and FanLovesFics16 for their reviews.**

 **To Technov, the identities of the "terrorists" are going to be revealed in this chapter. I'm also glad you were interested in my use of Warlock. To FLF16, you'll find out what happens to Happy a few chapters down the line.**

 **Happy: I hope I get a super cool role!**

 **I'll do my best to write it.**

 **And for OneWhoCharms, glad you enjoyed Team Unbound. They still have a role to play in this story**

* * *

 **Welp, it's disclaimer time.**

 **Lily: I figured as much. DigiXBot does not own the right to Fairy Tail.**

 **I also don't own the mysterious guest character, and you'll have to wait to find out who he is.**

* * *

 **From Earthland to Edolas**

 _Hidden from Gajeel's view, a man stood at the town's outskirt. He wore the top half of an aquamarine knight armor, his legs were covered with mechanical armor of the same cover, and his head was covered with a helmet that had a triangular visor._

 _The man held a finger to his helmet. "This is BG-Alpha, reporting in. A powerful wizard name Gildarts Clive has arrived in Magnolia. This will add plenty to our gain." He was silent for a few seconds. "I know, I know. Deal with the terrorists first when the intersection happens. Don't worry sir, those rascals will come like flies to honey here. And they'll pay greatly for their crimes against our nation."_

* * *

"No…" Natsu groaned as he put down a striped cat. He continued to walk down the alley as he eyed every cat.

"Not that one…" He said to a black cat. "Or you!" He shouted at a waving tabby.

After a few feet, he collapsed to the ground. "Argh. Why can't I find an awesome cat! Metal Face's got a cool one, and I'm just as much a Dragon Slayer as he is! And now people like that Kagura girl are getting one! Where is my flying kitty-cat?!"

Suddenly a bright light surrounded a cat sitting in front of him. Natsu smiled grew at the sight. "It's you…"

* * *

"July 7, Year X777?" Kagura asked as she, Carla, and Levy sat at a table in the guild hall.

"That's right." Levy replied as she looked up from her stone tablets. "That's the day that when Gajeel and Natsu's dragons disappeared."

"At the same time." Carla rose an eyebrow. "That is no coincidence."

"They are a whole bunch of reasons why they could have left." Levy pondered. "Maybe it was some sort of dragon picnic."

"I find that theory-" Carla stopped as she realized a gaze was on her. She huffed and walked over to Lily, who was sitting next to a sleeping Gajeel while sharpening his sword. "What?" She questioned, crossing her arms.

"Hm?" The older Exceed rose an eyebrow.

"If you want to talk, then let's do it outside." She stated and flew out of the guild hall.

"Carla!" Kagura protested.

"I'll deal with her." Lily said as he flew after her.

"You know, Carla has been cold to nearly everyone, especially Lily for some reason." Levy said.

"I just wish I knew why." Kagura muttered.

* * *

"Well," Carla said as she and Lily stood on top of the front gate to Fairy Tail. "Aren't you going to say anything?"

"Do you recall anything from before your hatching?" He questioned clearly.

She scowled. "Excuse me?"

"I just want to know if you recall any sounds from before Kagura found you."

"Well, for your information, I have no such memories prior to Kagura." Despite her strong claim, Lily noticed that she was not being completing honest. Before he could ask more, Carla spoke up.

"You won't be able to protect Gajeel."

"What are you talking about?"

"But I will protect Kagura. Even if she isn't a target, I'll guard her with my life."

"You think I can't do the same," Lily argued. "I can protect him and the rest of Fairy Tail."

"I think we are both familiar that forces from where _we_ came from won't allow that." At this Lily stiffened. Carla sighed and jumped off the gate. "Just remember my warning clearly, old cat."

After she left, he shouted "I'm not that old!" He sighed. "What did she meant by that? How would she have known about our home…" He then saw Natsu walking by with scratches all over his face.

"What happened to you?"

Natsu pouted like an irritated child. "I don't want to talk about it." He turned to Lily. "Hey, where can I find you?"

"...I'm standing right here."

"No! I mean, where do I find cats like you and the one the Kagura girl has."

"First, we are Exceeds." He corrected sternly. "Second, we're not found in a reasonably reachable location. And third, it is none of your concern where I am from." He leaped from the gate and walked back to the guild hall.

"What's eating him?" Natsu asked.

* * *

As the day continued on, clouds gathered above Magnolia and poured all over. And under the drizzle, the mysterious Mystogan was walking through the empty streets.

"Something's not right," He muttered. "There hasn't been an incident in a week." He sighed. "Between Mira's suspicions and Kagura, I barely focus. Maybe I should speak with Lily and Master…"

"That's a good idea," A cheerful voice said. "Nothing helps your train of thought like a heartfelt conversation."

Mystogan pulled out a stave and held out threatenly. "Who's there?!" He shouted. "Show yourself!"

"Come on, Laxus." The voice said. "Is that how you want to do things?" He used his stave to keep back a hatchet, then growled at the teal armored man wielding it. "Who are you?!"

"Just a hard working Freelancer."

"So your kind is being sent now." The two pushed each other back.

"After what you and that Fallen helped with," The man said. "This is the appropriate karma before the big show." Before Mystogan could reply, the Freelancer rose his arm and aimed it at him. The cloaked wizard did not see another hatchet flying to him from behind before it was too late.

* * *

"I should head back now." In another part of town, Carla was unaware of the fight occurring as she walked under the downpour.

"Carla!" She turned around and saw Kagura running towards her. "There you are!"

"Why are you out here without an umbrella?" Carla questioned sternly when the swordsgirl arrived. "Do you want to catch a cold?"

"I could ask you the same thing." Kagura pouted as she knelt right by her. "Carla, we should be grateful that Fairy Tail took us in. Don't you think you could be nicer to the others?"

"No need." The Exceed said. "My only priority is you. Everyone else is just complications."

"Come on-" Before Kagura could continue, a loud scream pierced through the air.

"What was that?" Carla asked. She then saw her partner running towards the source of the sound. "Kagura!" She shouted as she ran after her.

Kagura didn't stop as she ran on the water-topped cobblestone. But she quickly froze when she saw a heavily cloaked man on his knees and a bloodstained hatched embedded into his right shoulder blade.

"Oh no!" She ran towards him and quickly pulled out the weapon, with Mystogan letting out a growl of agony. Facing her he said, "Thank you, Kagura."

At this the girl stiffened. "That voice… it couldn't be." Cautiously, she removed the fabric from his head. When she saw his lightning bolt scar, she stepped back. "Laxus?!"

Despite the pain from the wound he spoke. "I didn't expect you to join this guild, but I'm glad you did."

"What is going on?" Carla questioned as she finally arrived to see the demasking. "We saw you getting arrested!"

"That was a different man." He said as he used his mask to cover the wound.

"In any case, you look just like him!"

"Here I'm the wizard Mystogan of Fairy Tail." 'Laxus' responded. "I gave you my name seven years ago, because I didn't knew anything about this world."

 _This world?!_ Carla thought in shock.

"Seven years…" Tears pooled in Kagura's eyes as memories from that time replayed in her mind. "It's you. The Laxus from seven years ago. It's been so long..."

"There's a lot I want to ask you. But right now I can't. That Freelancer mentioned a big show."

"Freelancer," Carla scowled. "Do you mean a mercenary?"

"Far worse than that. That man must mean that an Anima is coming right now. And I bet it'll be too much for me and Lily…"

"What are you talking about?!" Kagura asked. "What does Lily-san have to do with this?!"

"I mean that Magnolia will soon vanish."

Unanswered fear now plagued her eyes. "There has to be something we can…"

"I can sense it forming. You have to leave Kagura. This town's fate is destruction."

"But what about everyone in the guild?! What'll happen to them?!"

"Lily might warn them in time, but most likely they'll die…"

"Then I won't abandon them!" She proclaimed as she ran towards the guild hall.

"Kagura!" Carla shouted in vain.

"You shouldn't go!" Mystogan yelled. "You have to get out of town!"

Kagura turned around, and faced him with determination in her gaze. "I'm a member of Fairy Tail like you, and I won't let them die!"

Mystogan frowned, then took his hand from his wound to pull from under his cloak a small vial filled with dozens of small, red sphere-shaped pills. "Then eat one of these." He explained, tossing the vial to her. "It'll keep you safe just in case."

Kagura removed the cork from the vial and poured out one of the pills into her hand, then threw it into her mouth. Despite the bitter taste, she managed to swallow it. "Thank you." She continued to run back to Fairy Tail, dropping the vial in her haste.

* * *

"Ahh!" Cana cheerfully held to her barrel of alcohol. "Nothing like a rainy day to spend some alone time with my boyfriend~"

"Try to leave some of your boyfriend for the rest of the customers, Cana." Lucy joked as she was reading a book next to her by the bar, with Mira leaning against it.

"You two should be ashamed." The three turned and saw Elfman berating Jet and Droy while Lisanna was attempting to calm him down.

"We know…" Jet and Droy sighed.

"Aren't you being a bit harsh, Elf-nii-chan?" Lisanna asked.

"No way, Lisanna. They should have been real men when letting you join their mission that day. Instead, they fell unconscious and had you finished the rest. I can't trust these two with my little sister."

"Well I know that Jet and Droy were doing their own best…" Lisanna began.

"Really?" The speed and plant mages ask excitedly.

"In their own way." She finished while smiling. The two men then became depressed, as Mira and Cana laughed at the scene. Lisanna then headed to the back of the hall to check on the supplies.

"Mrmmm." Gajeel groaned as he continually chewed on bits of scrap metal at the bar, while Lily sat next to him and stirred his kiwi smoothie with a straw, barely taking a sip from it.

"What's wrong with you two?" Cana asked.

"I'm bored as fuck, that's what." Gajeel grumbled. "They aren't any good jobs and Shrimp went to practice that dumb spell in the forest."

"Come on, Levy-chan deserve some space every now and then." Lucy argued. "More than normal given how you two barge into her home."

While Gajeel scoffed, Mira began talking to the Exceed. "And what about you? You never turn down a kiwi smoothie."

Lily sighed back. "Apologizes. I just… had a rough conversation this morning."

* * *

Kagura's legs burned as she exerted her strength to maximum speed. Her light, frequent pants spread in the rain filled air.

* * *

"It's not that hard." Lyon said gently.

"This my first time, alright." Merudy admitted.

"Just grasp it tight and bite into it."

"Even so, it's not easy when it so sticky…"

 _Do they realize what they sound like?_ Alzack and Bisca thought as they watched the two eating their Caramade Franks.

"Let me show you," Lyon said as he picked up his Caramade. "Just pick it up with both hands, open your mouth wide, and…" He bit hard into his meal and chewed, letting some of the sauce cover his mouth.

"Like this…" Merudy copied his action, then savored the dish.

 _Even when you eat messy it is satisfying._ Lyon thought, but choose not to voice that out. "You don't eat a Caramade Frank elegantly. Just grab with your hands and relax."

"And that's why your clothes are off." Merudy teased as Lyon rubbed the back of his head.

 _I don't know how Merudy does that._ Bisca thought. _If only I can be that confident and true with Alzack…_

 _Lyon's got some real balls._ Alzack thought. _Someday I want to be like that with Bisca._

The two gunners aimed their gaze at each other for a second, then quickly turned their flushed faces away.

"Man, it's raining cats and dogs out there, huh…" Bisca said nervously.

"Y-yeah," Alzack replied, equally as uneased. "Definitely won't let up soon…"

"You two are certainly close as ever." Erza commented, easily surprising them.

"W-wait! It's not-" Alzack rambled.

"Erza-san, it's-" Bisca began.

"It's best to treasure what you have before it's gone." The swordswoman continued.

"Mira, Erza." Makarov called out, and the two S-Class's came. "I was thinking about giving the Century Quest to the other guilds. Do you two have any objections?"

"I seen a lot of powerful wizards like Jura," Mira replied. "Maybe they could…"

Gajeel blocked out their conversation. "Geez, with all this rain, there's nothing to do."

"I'm sure there is some way to keep you entertained." Lily commented.

"I wish something interesting could happen right about now." The Dragon Slayer groaned. Lily was about to respond when he stiffened and his eyes bulged in shock.

"Lily?" Gajeel asked in confusion.

"Of all places why here?" The Exceed mumbled in horror. Before Gajeel could ask more Lily turned to Makarov and shouted, "Master! You need to evacuate the guild hall!"

This grabs everyone's attention. "What do you mean, Lily?" The old man asked in worry.

"It's here! An Anima is above us!" Lily then leaped from the table and flew out to the back hall.

The Wizard Saint's eyes widened in horror before facing his children. "You heard him! we must leave!"

* * *

Kagura panted as she finally saw her guildhall. But just when she was a couple of feet from it, she tripped on an uneven slab of cobblestone and fell.

"Kya!" She shouted as she crashed into the ground. But as she got up, she became horrified when she saw the clouds becoming a vortex directly above her new home, and a bright white circle was in its center.

* * *

Lisanna, unaware of the commotions in the main hall and outside, was about to the close the storage room when she saw Lily frantically flying out of the back entrance.

She followed him outside and saw him standing in the heavy rain in his battle form. He held out his hand, and within a second a wooden stave was within its grasp.

"Lily?!" Her eyes widened in shock, even more when she saw the vortex in the air.

The Exceed turned and saw the girl as his stave cackled with energy. "Get out of here, Lisanna!" He shouted as turned to the vortex. He aimed the stave straight at it, the magic ready to shoot towards it-

But a bright light then engulfed all of them.

* * *

"Everyone!" Kagura shouted as moved closer to the guildhall. "The sky is-" She frozed when she saw the guildhall glow brightly, then broke apart into million of white particles. She was so shocked she did not see a thin blue aura covering her. She looked around and saw that the phenomenon affecting the guildhall was affecting other buildings in the town.

"What is-AHH!" She was blasted back by a burst of energy as a twister descended from the vortex above and sucked up the broken pieces of the buildings into it. Kagura could watch in horror as all of Magnolia continued to break apart and fly into the sky above.

When it was over, only silence and small, clear bubbles filled the air as Kagura stood in the flat, empty landscape, with only mountains in the distance to block the horizon.

"No… everyone. The guildhall, the town. They all disappeared." Kagura said as she looked around. "This can't be possible."

"Is anyone still here?!" She yelled to the emptiness. "Somebody, anybody…" She fell to her knees as tears pooled in her eyes. "Why? Why am I still here?! Magnolia and the guild hall and everyone vanished! So why am I left?! Am I meant to be without a home or family?!"

A thumping drew her attention to the right, where she saw a mound of earth about the burst. She got up and grasped Archenemy tightly, shaking nervously for what would come.

But relief filled her when she saw Gajeel burst out from the ground. "Dammit! What just happened?!"

"Gajeel-san?!" Kagura shouted.

Gajeel faced the young girl as he pulled out of the dirt. "Halfpint… ya know what happened?"

"A-a giant hole in the sky." Kagura replied. "It sucked up the guild and- and the entire town."

"Was that 'Anima?'"

"Anima?!"

"Yeah, Lily said that before-" His eyes widened. "Lily?! Fuck! When we were trying to get out he was heading to the back of the guild!"

"You think he was-" Before she could finish they saw another being pulling themself out of the earth by them.

"Lily," Gajeel grinned at the Exceed in his small form. "Glad you're-" But his smile fell when he saw the Exceed's broken expression.

Suddenly Lily punched in the ground as tears raced his face. "Dammit!" He yelled. "How could this happen?! How could I have failed, in my own home nonetheless!" The two other wizards were frightened at his outburst.

"Fail?" Kagura asked, then her eyes widened in remembrance. "Mystogan mentioned you! You knew about this!"

"So it's those storm things…" Gajeel muttered. Lily looked at him with shocked eyes.

"You knew?"

"Saw you dealt with those things years ago, after one of our missions." The Dragon Slayer responded. "Figured you'd tell me when you were ready to,:

"Do you know what happened to the others, Lily-san?" Kagura asked.

The Exceed sighed as he got up. "I let you believe that I came from a far off place. While it is true, the full explanation is, far more astonishing."

"Is that place where are our guildmates are?" Gajeel grunted. Lily nodded, but before he could say anything, someone else spoke up.

"That's right." Carla said as she flew over them. "They are now in Edolas, the world independent of Earthland, and where the old cat and I come from."

"Carla?" Kagura asked.

Her partner sighed in relief. "Thank goodness you're safe, Kagura. Whatever Mystogan gave you must have protected you. And as for Redfox, I suspect it was his Dragon Slayer magic that protected him."

"But how are you and Lily-san alright?" Kagura asked.

"Alright, enough of this," Gajeel growled. "I want answers. What is an Anima? What is Edolas? Why was our home taken? And how do you two know about this?"

"Our home, Edolas," Lily began. "Is not like Earthland. Magic is a nonrenewable and finite resource. The only organisms with built in magic are the Exceeds. Humans must rely on tools infused with Magic Lacrima. But a few decades ago, the world reached the peak amount of harvestable magic."

"Meaning one day that magic will run out forever." Carla continued. "So to save their depleting power, the King of Edolas created a spell that opens a gateway to other worlds, in this case your world of Earthland." She pointed upward to the sky; where once was the vortex was a glowing portal.

"That hole in the sky, an Anima, is one of those gates. It used diffusion to draw magic from the higher concentrated Earthland. The plan began eight years to open multiple Animas all over the world. However, it did not bear as much fruit as hoped. Since someone was closing these Animas.

"When I heard of Laxus, no, Mystogan from Kagura, I knew he was one of the people responsible." She then glared at her senior. "And I know now you were his accomplice."

"That's right." Lily answered somberly as he grasped his face.

"What right you two had to do such a thing?"

"The Anima's are far too dangerous. And the people of the Edolas don't deserve their magic."

"Why would you say that?" Kagura asked in horror.

"I'm sure he and Mystogan had some sort of reason." Gajeel suggested.

"But this Anima was far too large this time," Carla said. "so both Pantherlily and Mystogan could not stop it."

"So why was Magnolia a target?" Gajeel questioned.

"They needed magic power, remember?" Carla said.

Kagura gasped. "Fairy Tail has dozens of powerful wizards! Are you saying that's why they went after us?!"

"Yes."

"Those fuckers…" Gajeel growled as he clenched his fist. "Taking our guildmates like that? To be batteries!" He faced the sky in rage. "You selfish assholes, give them back! "

"Could you restrain from such language in front of Kagura." Carla reprimanded.

"Carla," Lily scowled at the white Exceed. "How did you about this? How does an Exceed hatched in Earthland know so much of her homeland that she never visited?"

Carla sighed. "I was sent by the ruler of Edolas for a separate mission through the Anima. A mission separate from the magic collection."

"That's doesn't make sense!" Kagura protested. "I found you as an egg here!"

"True, and you raised me in this world. And like Lily said, I never set foot on Edolas." She curled her paws in frustration. "But knowledge of Edolas and our mission was imprinted into me when I was an egg. I knew everything since I was born. The same can be said by the other Exceeds. 98 other young Exceeds sent as eggs to Earthland from Edolas for that mission."

"So what is this mission?" Gajeel asked. Carla gave a nearly undetected glance at him before speaking.

"That is none of your concern. But since I came from Edolas, the matter is that Magnolia's fate is my fault."

"No…" Lily let out. "The fault is mine. I took down many Animas before, but I failed to stop this one. If acted sooner…"

"Hey Lily," Gajeel said as he knelt down to him. And then he punched the Exceed in the face, sending him rolling back a few feet.

Kagura and Carla let out a scream of shock. "Why would do that?!"

"He's your partner!"

"Exactly." Gajeel replied to their shock. "I have to remind him that it's not over. Fairy Tail wizards don't give up that easily." He glared up at the Anima. "If Edolas is where our guild mates are, that's where we're going!"

"That's insane!" Carla protested. "You can't possibly think you can win against an entire world."

"Had worse odds before." The Dragon Slayer shrugged

Lily got and smiled at his partner as he rubbed his face. "Thank you Gajeel. I deserve that. And you are right, it isn't over. We're going to Edolas to rescue our comrades."

"Hell yeah!"

"What do you think, Carla?" Kagura asked.

Carla sighed. "I suppose it's our only option. However, there isn't a guarantee that we can even rescue them, much less return from Edolas if we can…"

"As if that probability will stop us." Lily responded.

"Since Fairy Tail's not here, nothing's here that'll tie me this world but Metalicana." Gajeel smirked. "And if I stay he'll be beating me up for abandoning them."

"Same here." Kagura said with equal resolve. "Minus the beating up part."

Carla shook in indecision before speaking. "As a member of Fairy Tail and… because of the guilt of my motherland… I won't say that I won't join you on this quest. But you must promise me these rules.

"First, since I am returning to Edolas, in short I am abandoning my mission. I cannot be found by the kingdom, and the same would be said of Pantherlily due to his 'crimes' against them. Therefore, as traitors we must wear disguises to detection."

"Reasonable enough." Lily nodded.

"So why me and the kid have to dress up?" Gajeel grunted.

"Second, I ask that you don't question me on the details of my mission." Carla continued.

"And if that mission gets in the way?" The Dragon Slayer questioned.

"Then that's when the third request comes in. If I even show the slightest hint of betraying you three, you must kill me without hesitation."

The three looked at her in shock.

"It won't come to that." Kagura protested

"You don't know for sure." Carla responded. The other three looked at each other before nodding.

"No other choice then," Lily mumbled before saying "Fine, we accept these terms. Now it's time to go." Lily transformed into his battle form and grabbed Gajeel underneath his arms, then activated Aera flew straight to the Anima.

"Ready Carla?" Kagura asked. Her partner nodded and grabbed the swordsgirl by the back, and two flew after them.

As the four moved higher and higher to the Anima, they nimbly flew past bursts of lightning. "Carla," Lily called out. "once we're close, we must release our full power to get through the Anima.

"On it!" They bursted so fast that Gajeel winced from the sonic boom formed. Coming closer they saw the Anima releasing pulses of light in all directions. A final flash swallowed as they went through the portal. When they opened their eyes, Gajeel, Kagura, and Carla were amazed at the sight.

Instead of the light blue they were familiar with, the sky of Anima was light green and populated with floating, rocky islands. Many of these islands even had waterfalls. Two large moons were faintly visible in the sky as well.

Floating rivers were channeling through the air and around these islands, and the forest below was populated with purple trees.

"This is Edolas," Carla gasped in awe. "My roots..."

"It's beautiful…" Kagura said.

"So this is your hometown." Gajeel said to Lily.

"It is." The Exceed responded. Suddenly his and Carla's wings vanished. And soon the four were falling straight into a clearing on the ground below.

"AHHH!" Gajeel screamed. "What's happening?!"

"Magic is limited, remember!" Carla shouted. "None of us can use it anymore!"

"Aim for the trees!" Lily shouted. "We can slow our speed through there before the crash!"

"We won't make it!

"AHHHH!" Kagura shrieked as she instinctively aimed her hands to the ground. Suddenly the four felt the air shift and a small upward force pushing at them. Soon they were slowing down, and came to a calm pause at an inch above a pumpkin-shaped building.

"We're alive?" Gajeel let out as his heart raced, then he smiled. "We're alive!" But then they crashed into the building below.

"Did you do that, Kagura?" Lily asked as they got up, recognizing that they were in a storage room.

"Y-yeah." The Gravity mage responded. "I did."

"But how? Our bodies should have prevented us from using magic when they sensed the lack of it in the atmosphere."

"No kidding," Gajeel gritted as he clenched his fist. "I can't activate my abilities here. And my body feels weird here."

"It could have been whatever Mystogan gave me." She suggested

"Then we can consider ourselves considerate then. It was good fortune that you and Carla ran into him."

"Not quite for him," Carla said. "When we found him, he was injured after fighting a 'freelancer.'"

"Did you say Freelancer?" Lily asked. When Carla and Kagura grimly nodded, he scowled. "Dammit. So the kingdom is already acting against us."

"What's the big deal about Freelancer?" Gajeel asked.

"In Edolas, Freelancers are high-rank soldiers that operate outside of the Edolas Military command, said to be the best of the best. Some are honorable, others are deceptive. But if they are after us, then the need to disguise ourselves is even greater."

"I understand that magic is limited in Edolas," Carla stated as she glanced at her back. "But you stated that we Exceeds possess natural magic."

"Now that you mention it," Kagura began. "How come you're still in your battle form, Lily-san? Shouldn't you have turned to normal when we got here."

"In truth, this is my true form." Lily explained, surprising everyone. "When I got to Earthland, it's qualities caused me to revert to the smaller form you are familiar with. I learned to use my magic reserves to transform back to my old state for a limited time."

"Well, with halfpint still having her magic and you in badass mode, I say we're doing well." Gajeel stated with a smirk.

"Not quite," Lily replied somberly. "Just like Carla, I am currently unable to access Aera, since we are used to the magi filled air in Earthland. So we're unable to fly to search. And since Kagura can't recharge her magic from the air like in Earthland, she'll need to limit how often she uses her gravity magic."

He pulls out his sword. "Not only that, but because of their design being based in Earthland, I suspect that the Muscia Sword and Archenemy are unusable, since they use magic from the air just as we do."

"That's right," Kagura stated as she held out her own weapon, now unsheathed. "Archenemy's practically asleep."

"We'll just have to search for our guildmates on foot with extra caution then," Carla said as she searched through a box. "Thankfully, we found this storage. These clothes should provide some sort of cover."

"Make sure to hide your Exceed features, Carla." Lily said as he and Gajeel searched through a box on one half of the warehouse while the girls searched at the other half.

"What do you mean?"

"The humans of Edolas see Exceeds such as ourselves as godlike beings." He explained. "They believe that seeing us is a sign of their coming death."

"What a ridiculous belief." She scoffed.

"I agree. Unfortunately, most Exceeds have accepted that ideal as well."

"So if you don't buy that," Gajeel said as he wrapped a mustard-yellow headband around his forehead. "Does that makes you Lucifer or something?" Alongside the headband, he Dragon Slayer now wore a navy-blue long coat over a green shirt and tan cargo pants.

"In their eyes, yes." Lily responded. The older Exceed now wore a red-cloak with white borders, which had a hoodie that covered his feline ears, His face was also covered with a metal mouthguard, and his front paws were covered in brown leather gloves, while his feets were covered in brown military boots.

"I was only joking." Gajeel deadpanned.

"You two better not look here." Carla said sternly. She was adjusting her red, midriff baring top. She also wore a pink veil that concealed her face and covered her ears.

Kagura was also placing the final touches to her disguise, which was a lavender battle-kimono with detached sleeves. It also had a black skirt underneath and a red sash around the waist. Under the sash was a belt to hold Archenemy. She was placing on her black-knee length boots when she looked out of a window and gasped.

"No way," She smiled. "It's Fairy Tail!"

"What?!" Gajeel ran towards her and looked outside, and saw a large vine-made structure that split into two at the top and had a wooden door. The real clincher was the guild's name written over the door and the Fairy Tail symbol on a black banner tied to the building.

"Nice!" Gajeel shouted as he and Kagura ran out of the warehouse and towards the building. "Looks different, but it's still the same old building! Let's go!"

"Gajeel, wait!" Lily called out as he and Carla went after them.

The four entered, and a sense of relief filled them when they saw their guildmates.

"We found them!" Gajeel smirked. "That was-ugh!" Lily and Carla then dragged their respective partners under a table.

"What's wrong?" Kagura asked. "Why should we hide from our guildmates?"

"There's something about the Edolas residence you must know." Lily stated.

"Just take a look at them." Carla pointed at a large board covered in mission request, where they saw Merudy. "There is something not right about them."

"That's just Pain-Blades," Gajeel scoffed. "She might look different, but it's still her." Merudy was wearing a red shirt that was tied up to reveal her waist, a black miniskirt and fishnet combo, and had her long pink hair into two pigtails.

"Just listen." Lily said.

"Looks like this one seems nice." Merudy said as she picked up a flier from the board.

"Any good ones there?" A disinterested yet familiar voice asked. Merudy turned to voice and cheered. "Lyon-kun~"

"Eh!" Gajeel's jaw dropped when he saw Lyon. The silver-haired wizard was now wearing multiple layers of coats and scarves.

"Nee, Lyon-kun," Merudy asked shyly, shocking the four further. "Would you like go on a job with me."

Lyon looked at the job before grabbing another request. "No thanks. You're way too suffocating." He then walked away, causing the pink-haired girl to pout. "Lyon-kun…"

"Damn," Max said as he and Warren watched the exchange. "You think Lyon would go easy on her."

"What the hell?!" Gajeel practically screamed, unable to comprehend why would his near-Yandere rival would reject the girl he obviously had a crush on.

"You're so pathetic, Elfman." The four turned and saw Jet, Droy, and Elfman. Jet wore an open leather jacket that complimented the scar over his eyes, while Droy had a decor of a fur jacket and black glasses.

"I'm sorry…" A short-haired Elfman replied, looking at the floor in shame while wearing a pink muscle shirt.

"Sorry's not enough, pansy." Droy stated coldly.

"There goes guild's strongests Jet and Droy berating Elf again." Warren said.

"You think that they learned after last time with his sister." Max said.

Suddenly a white-haired demon appeared behind Jet and Droy before kicking the two into a wall.

"Hey!" A punk style Lisanna shouted at them. "What I told you two about bullying my nii-chan!" She wore a black tank top which showed off her cleavage and waist,with two skull bracelets on her arms and navy-blue short-shorts.

"Elfman-san and… Lisanna-san…" Kagura gaped in shock.

"What is happening?" Carla asked.

"Hey, Lisanna!" The white-haired girl turned to a familiar blond-haired figure, who wore a black one-piece that opened to showed off her bra-covered breasts and had her hair in a ponytail with a skull hair band. "How can you expect your brother to stand up if you keep babying him."

Lisanna growled at her. "Stay out of this, Lucy! I don't tell you how to keep watch on that weakling Natsu, who you just keep around for your S and M!"

"Shut it, whore!"

"You shut it, bimbo!"

"Nee, Lucy, Lisanna." Natsu called out meekly from a table. He was wearing a red jacket and black pants, and had a pair of goggles over his head. "Maybe you two should calm down…"

"Stay out of this!" Natsu whimpered. A thin Reedus, who was sitting next to him, scowled. "Try to man up, Natsu!"

"Gotta go to work!" Nab shouted cheerfully as he ran out of the guildhall.

"And you calm down, Nab!"

"Hey Cana," Macao, now wearing a pair of glasses, called out. "Want a drink?"

"Yeah, this alcohol is die for." Wakaba added.

Cana, wearing a conservative white blouse, a long pink skirt, and a Bergere hat, chuckled. "I told you two before. I'm not fond of alcohol. I've been sober since I was born."

"What the fuck!" Gajeel screamed.

"Oh, Bis-Bis." Alzack cooed as he held his red bikini-clad partner in his hand.

"Yes, Al-Al." Bisca cooed back. Kagura shrieked at the public display of attention.

"Seriously, what's happening?!" Gajeel shouted.

"They aren't our Fairy Tail," Lily said. "The people of Edolas are the counterparts of the people in Earthland."

"N-no." Carla protested. "There must be another-"

"Oi!" The four looked up, and Gajeel, Kagura, and Carla screamed when they saw Levy scowling and kneeling by them.

But Levy was the most different. This Levy wore an aviator jacket, brown slack, and thin engineer goggles. Over this Levy's right hand was a metal gauntlet with two small bulbs on the wrist. At this Levy's waist was a utility belt. This Levy also had broad shoulder, callous hands, and while currently kneeling, was clearly at six feet tall.

Also, this Levy was male.

"Try to answer clearly, fuckers." The male Levy growled as Lyon, Merudy, Lisanna, and Lucy joined him in the interrogation. "Who are you, and why the fuck are you hiding?"

"Levy!" Gajeel screamed.

"San!" Kagura screamed.

"That… is clearly proof." Lily said as calmly as he could.

 **And now, we're in the Edolas arc. And boy, do our four have entered the rabbit hole.**

 **Levy: Wait, why is my counterpart a boy?!**

 **Yeah, I made some modifications. Like how this Edolas Levy is male to add some difference. I also made my own version of Edolas Lyon, Merudy, and Lisanna.**

 **Lisanna: My counterpart's… much more different than what I heard…**

 **Yeah, I decided that I wanted Edolas-Lisanna to be badass like how Edolas Lucy and Levy are in canon. But there is a good reason for that.**

 **Lyon *scoffing* : How can my Edolas self be so cruel to Merudy? He is as bad as Gray is to Juvia.**

 **Gray: I am nothing like that.**

 **Geez, Lyon. You really care for Merudy, huh…**

 **Lyon *Blushing* : I'm only stating a fact!**

 **Gajeel: Well, how many others got genderbent.**

 **Mmm, just one more. See you next weeks my audience. Don't forget to review!**


	45. The Witch of Edolas

**Welcome back. Man I thought I couldn't get this chapter finished by today.**

 **Kagura: Why is that?**

 **Well, this may come as a shock, but I have a real life. Between a calculus exam and a persuasion speech, I was barely able to write.**

 **Carla: Could it also be because of lack of time management skills?**

… **maybe. Anyway I want to thank RainWomanJuvia and OneWhoCharms for following Alternate Tail and Gvo for favoriting. I also want to thank Fin-Fish Tenshi, phantomwolfblue, Dravice2025, OneWhoCharms, Cinder Fall 39, FanLovesFics16, Fairy of the Friz, and guest Circe. Glad you all enjoyed Edolas Levy.**

 **Levy: It was certainly a surprise.**

 **And don't worry, I'm sure you'll all enjoy Edolas Gajeel when that person comes.**

* * *

 **So, Levy, could you?**

 **Levy: Sure thing. DigiXBot does not own Fairy Tail. He also does not own the mysterious guest character from another franchise. Hope this chapter will help you guess who he is.**

* * *

 **The Witch of Edolas**

 _But Levy was the most different. This Levy wore an aviator jacket, brown slack, and thin engineer goggles. Over this Levy's right hand was a metal gauntlet with two small bulbs on the wrist. At this Levy's waist was a utility belt. This Levy also had broad shoulder, callous hands, and while currently kneeling, was clearly at six feet tall._

 _Also, this Levy was male._

" _Try to answer clearly, fuckers." The male Levy growled as Lyon, Merudy, Lisanna, and Lucy joined him in the interrogation. "Who are you, and why the fuck are you hiding?"_

" _Levy!" Gajeel screamed._

" _San!" Kagura screamed._

" _That… is clearly proof." Lily said as calmly as he could._

* * *

"Levy-san…" Kagura's jaw was wide open. "Is a boy…"

"Like I have been telling you," Lily whispered. "The people of Edolas are the counterparts of the people of Earthland. It's not impossible that another Fairy Tail would exist here. Because of difference in history, a few differences between the versions are expected."

"You call that _slight?"_ Carla hissed, aiming a paw at Levy.

Meanwhile, with Gajeel…

"Ab ba ba. Ak ak. Ho-oh… eh…" Let's just say that his higher functions were short-circuiting.

The male Levy grabbed Gajeel by his collar and dragged him from under the table. "Hey! Quite blabbering and answer!"

"Good idea, Macrosen." Lisanna scoffed sarcastically. "Threaten him. That'll get results."

"Like you have better ideas than bolts-for-brain, Reese." Lucy challenged.

"It's Rheas, Ashley!"

"Hey!" Gajeel growled at the male Levy once he regained his senses. "Hands off, bub!"

 _Who is this guy?_ The blue haired man thought. _He looks like her but… a relative maybe?_ "How'd ya get in our guild?"

"None of your business!" Gajeel growled back as he pressed his skull against him.

"You want to get on my nerves?!" The male Levy continued to press back.

"Geez, Levi's going all out, huh." Lyon stated.

"Mmm, I agree, Lyon-kun." Merudy replied with a faint smile.

"Even though that's an alternate Levy, this 'Levi Macrosen' acts more like our Gajeel." Carla stated disapprovingly. "Look's like it's clear that he and our Levy aren't the same being." She squinted her eyes at another part of the guild. "And Pantherlily's statement is more true thanks to that."

She pointed at a violet haired woman who was watching the commotion and was wearing a thin, black full-body armor covered with a silver layer over her upper arms, shoulder, lower legs, thighs, and well-endowed chest. The woman's hair was tied back into a bun, and she had a gunsen, a metallic fan, on each side of her waist.

"Hey, Kagura." Warren asked the woman. "Doesn't that shrimp look a lot like you."

"You really think so." The woman replied.

The younger Kagura blushed at the woman's figure. "That's me?!"

"This only means that our guildmates aren't here." Lily sighed.

"Hey!" Lucy shouted at the three. "Don't think you guys are out of the clear just yet!" She quickly grabbed at Lily's face mask.

"No!" He shouted in protest. But the blond-haired woman was able to take it off, revealing his feline face to the Edolas wizards.

"Exceed!" Lucy screamed, and soon the rest of Edolas Fairy Tail moved away.

"One of them is here!" Natsu shrieked.

"Has the kingdom sent them after us?" Cana gasped.

"I think that little one is an Exceed too!" Merudy shouted, pointing at Carla.

"At this rate the army will be here!" Levi snarled while moving back from Gajeel.

"You were not joking when describing the fear they have for our kind." Carla muttered.

"Who's the kingdom?" Kagura whispered.

"They were the ones that sent me." She answered somberly

"It's alright," Lily said calmly. "We are aligned to neither the Kingdom nor Extalia-"

"Then that means they're Fallen Exceeds!" Macao shouted.

"It won't be long till they eat our brains!" Wakaba yelled.

"... What are you people smoking?" Gajeel deadpanned.

Lisanna scowled as she walked over to Carla and knelt down to her level.

"What are you even doing?" Lucy questioned.

"Relax." Lisanna as she examined the white Exceed. "This one's practically harmless. I doubt they came to hurt us."

"I-I think my little sis is right." Elfman said as he nervously looked at Lily. "This guy doesn't seem so bad. I'm sure they're nice people, uh, cats."

"That doesn't relieve us." Lyon muttered.

"Just like they said." Gajeel spoke up. "We're just trying to find some friends. All four of us."

The Edolas Fairy Tail wizards relaxed a little, and most soon returned to their daily routines.

"You think just by looking at them you can guess their intentions?" Levi questioned Lisanna skeptically. "I thought you couldn't any dumber."

"What'd ya mean by that, Macrosen?" Lisanna snarled back.

"They're Exceeds. Nothing but trouble."

"Wow," Lucy laughed at the two. "You two know how to have a lover's spat."

"Ekkk," Lisanna gagged. "Like I want to fuck with that grease-monkey."

"And I got better taste than chicks who dress like hookers!"

"Excuse me?!" Both girls shouted at him.

"It's just so weird seeing them like this." Kagura said as she and other travelers watched from a table. "Levy-san, Lisanna-san, and Lucy-san were all good friends back in our world."

"They act a lot like Gajeel, Lyon, and Natsu." Carla stated.

"We are nothing like that." Gajeel scoffed,

"What is going on?!" The three froze when they saw their Erza, wearing a black battle bikini and a long white skirt over it, marching towards them. "Are you three fighting?"

"N-no!" Lisanna stuttered as she and Lucy wrapped their arms around them while smiling. "We're getting along well! Right Lucy?"

"Aye!"

"That looks familiar." Gajeel blinked.

"Whatever." Levi shrugged, then walked over to a large contraption shaped like a chair and began tinkering with it.

"Don't turn your back on me, young man." Erza commanded.

"Huh, so Edolas Erza is no different than our Erza." Lily examined. "That's quite boring."

"Speaking of which, we haven't seen their Mira, Mirajane Rheas I think." Kagura said. "What do you think she's like."

"At our luck, she'll be either a guy, a psycho or both." Gajeel groaned. He then rose an eyebrow in thought. "But now that I think about it, she'll probably be…"

* * *

" _Ya had to screw things up, didn't ya?" Gajeel shouted at Mira._

" _Sorry, Gajeel-san." Mira bowed pathetically on all fours. "I won't do it again!"_

" _Good!" Gajeel smirked. "Try to improve and ya might get close to my level."_

" _Thank you, Gajeel-san!" She looked at him in admiration with tearful eyes._

* * *

"I highly doubt that's the case." Lily deadpanned.

Gajeel scoffed. "And you have a better idea?"

"Yes. Actually, Mirajane would be more like…"

* * *

" _General Pantherlily." Mira, dressed in a black military uniform, knelt before the Exceed, who wore a General's cap on his head. "I have located the enemy forces. Also," She pulled out a small cup with a straw. "I have prepared your Kiwi smoothie."_

" _Thank you, Captain Mirajane." Lily replied as he accepted the Kiwi smoothie. He drank it for a moment before continuing. "Deal with them quickly."_

" _Yes, sir!"_

* * *

"And you called me delusional." Gajeel scoffed.

"I didn't say you were delusional." Lily replied. "I just felt your hypothesis was unlikely."

Kagura held a finger to her chin as she hummed in thought. "No. I think Edolas Mira-san would be more like…"

* * *

" _Kagura-imouto." Mira, dressed in a black one-piece and a chef's hat with a white apron over her body and holding a bowl and whisk. "I made you a small snack~"_

 _Kagura beamed as she saw the room full of desserts of various kinds. "Yeah!"_

" _Just remember to brush your teeth after eating."_

" _Okay, Mira-nee-san!"_

* * *

Gajeel and Lily sweatdropped as they remained stunned. "Imouto? Nee-san?" Gajeel asked.

"... Do you wish to talk about that?" Lily said calmly.

Kagura flushed in embarrassment as she developed an interest at the floor.

"Would you people focus?!" Carla called out. "Instead of fantasising, we should be looking for our guildmates. Since they aren't here, they must be at the Royal City." She jumped off the table and pulled Kagura off it, dragging her towards the guild's entrance.

"Do you even know how to get there?" Gajeel asked.

"Well, it's better than staying-" The two girls stopped when Nab bursted through the door in extreme panic.

"She's here!" He screamed. "The Witch of Edolas is here!"

The entire guildhall entered into an uproar. "You two!" Lucy shouted at Carla and Kagura. "Don't think about leaving when the Witch's here!"

"They already found us!" Warren shrieked nervously.

"Why can't those Royal Servant jerks leave us alone?!" Natsu whined as he crouched into a ball.

"She's thinks she can show herself here." Lisanna growled as she tried to calm her shivering brother.

"You lead them here, didn't ya?!" Jet accused at the four travellers.

"Like hell we did!" Gajeel roared it.

"Levi!" Erza called out. "Get the teleporter ready.

"Damn it, let me focus!" The blue haired man shouted back as he pulled at the various levers on the machine he was on.

The air in the building began to shake. "What's happening?" Kagura asked in fear. "The atmosphere is shaking…"

"They're here!" Lyon shouted. Gajeel and Lily looked outside and saw a blue, dragon-like creature circling the building. It had short limbs, large horns, and a silhouette of a woman on its back.

"The hell is that?" Gajeel gasped.

"That's a Legion." Lily explained. "A beast of burden of the Royal Army. And its pilot must be this Witch they spoke about."

"But why is the army after Fairy Tail?!" Kagura asked.

"Isn't that common knowledge?" Edolas Kagura asked her. "Because of the depleting magic, all magic guilds were to be abolished by the King's orders. Fairy Tail's the last of its kind."

"If you're the remaining guild, and your illegal," Gajeel said in realization. "Then that makes you guys… a dark guild."

"That's correct."

"Shit!" Levi cursed as he continued to pull at the levers. "The circuits broken! I can't get any energy!"

"Macrosen!" Lily called out. "Catch!" He tossed his small sword towards the engineer. "Use this to finish the circuit!"

"Thanks!" Levi opened a side of the contraption and quickly switched a burnt wire with the sword. Closing the panel, he smirked as the air hummed even more. "Alright folks! Hold onto your butts!"

"Wait a minute!" Gajeel shouted. "Then this is a vehicle?!" Bile rose up in his mouth before a bright light swallowed all of them.

* * *

The Legion charged straight towards the guildhall. But suddenly, the plant-like building shook as it shrunk into the ground. By the time the beast reached it, Fairy Tail was gone, and a large crater scorching intensely was in its place.

"Dammit." The woman on the Legion cursed.

"Hmm," Approaching the crater was a male knight with a blond pompadour and a cleft chin. He wore only a black one piece topped with only the upper body and legs of a pink armor and a flowing pink cape. "These Fairies are quite the quick runners."

"You showed up, Sugarboy?" The woman asked him. "Couldn't you have came sooner?"

"Hmm, it wouldn't have made a difference. But take a look at how much magic this guild wasted. They probably won't have enough for another trip."

"That means finding them will be in a matter of days." The woman smirked sadistically.

"You'll have to take a rain check on that. The reason I came was to find you." Sugarboy said. "All the captains of the Magic War Division are asked to head back to the kingdom. Apparently the Massive Anima Operation was a success."

"So that means that Earthland Fairy Tail is destroyed?" She asked eagerly.

"To be accurate, they were devoured. I even heard a Freelancer dealt with one of the terrorists…"

"Meaning that the other came here. And what about the wizards from Earthland that got devoured."

"They're staying in the kingdom, as a massive Lacrima."

"That'll gives us enough magic to last for a while."

* * *

In a desert many miles away, a patch of ground shook as a small bean sprout burst from the sand. It then grew into a massive plant structure with the Fairy Tail guild mark on it.

"...Is it over…" Gajeel moaned as he regained balance.

"That was far too close." Lily said as he got up. "Is everyone alright?"

"That was a rough ride…" Lyon mumbled as he laid on the floor.

"Mmm." Merudy murmured in agreement as she snuggled into his bundled form.

"Please get off me."

"Are you okay Cana-chan?" Macao and Wakaba asked the pristine woman in concern.

"I'm fine." She replied as she dusted her dirt.

"Feeling fine, Al-Al?" Bisca asked her partner.

"I'm fine as long as I'm with you." Alzack smiled back, and the two sooned cuddled.

"Lisanna?" Elfman asked his punk sister.

"I'm good, Nii-san." She replied, then glared at Levi. "The hell was that for, Macrosen?!"

"It was a burnt wire, okay." He scowled back. "We got out, didn't we?"

"Only cause of that Fallen helping us!" She screeched back. "Who I was right about, by the way!"

"Both of you quit it!" Lucy shouted, then turned to Lily. "Thanks for that. Any doubts about you are long gone."

"Would someone tell me who the hell was that?" Gajeel asked.

"You do not know about the Witch of Edolas?" Erza asked in confusion.

"What, you been living under a rock, salaud?!" Reedus shouted

"That woman is a Royal Army Captain." Lisanna explained bitterly. "The Witch of Edolas, Mirajane Rheas."

At this the four Earthlanders became shocked. "Mira-san…" Kagura gapped. "Is our enemy?! But she's your sister! Your blood!"

"Was my sister." Lisanna spatted. "She made it clear years ago that she's willing to kill any Fairy Tail wizard. And that's include me and my brother."

The swordsgirl shivered at the revelation. _This world's Mira… she's so different from ours..._

Erza scowled. "But why do you not know this? This is common knowledge."

The four travellers looked at each other before Lily spoke. "Because most of us did not grow up in this world."

The four then explained everything: where they came from, the night of the Anima, and why they came.

"So all of you guys came from a world called 'Earthland'..." Lyon summarized.

"And you came to save your friends." Natsu finished.

"That's about right." Gajeel grunted.

"And you guys have a Fairy Tail in that world too," Elfman said. "And there, Nee- Mira is your ally there."

"That is correct." Lily said.

"This sounds hard to believe." Lucy muttered.

"They're telling the truth," Levi said as he tossed the Musica Sword to Lily, who caught it. "I took a look at that blade. It doesn't have a normal magic container like our weapons. Rather, it's designed to absorb magic from its user, like Earthland would have."

"So that means that this little girl," Edolas Kagura said, looking cautiously at younger counterpart. "is the Earthland version of me."

Earthland Kagura bowed. "It's nice to meet you."

"Wow, she's a pipsqueak version of our Kagura." Nab said.

"So, now that you know us, you guys can help us rescue our Fairy Tail, right?" Gajeel asked with a smirk. But he frowned when the Edolas wizards remained silent.

"Our comrades were absorbed by your king," Lily began. "We have to save them or they shall be converted into pure magic."

"Sorry about, Exceed." Lisanna responded. "But you might as well give up. No one has ever stood up to the king of Edolas and lived."

"As you know, magic is limited." Erza said. "And one day it will run out."

"In fear of that, the king has been trying to keep all that magic to himself." Merudy said seriously, then smiled to Lyon. "Right, Lyon-kun?"

"Because of that," The bundle-up wizard continued. "Every magical guild was ordered to be disbanded."

"People tried to resist or ignore it in the beginning." Lucy said. "But the Royal Army Magi Unit crushed every last one. Lamia Scale, Blue Pegasus, Mermaid Heel. Our fellow guilds became nothing but memories. And we're the last ones left."

"We didn't escape unscratched either. So many of our guildmates were killed." Natsu cried alongside several guildmates. "Laki. Ryos. Bixlow and his Soul Knights. Even our master was killed!"

"We're the on the edge just surviving." Levi said bitterly. "There's no point in you trying to fight the kingdom. Might as well head back to your world and make their graves there."

Gajeel was about to shout when suddenly Lily slammed a hand onto a table.

"You think after what we've done to get here we would abandon our comrades?" Lily questioned. "It doesn't matter the risk. We're willing to go to war against an entire world to bring them home."

"And what if that means against your own people?" Levi countered.

The massive Exceed scowled. "If either the Kingdom or Extalia does try to get in our way, they'll feel our wrath."

"Yeah," Gajeel growled. "We're not leaving without our guildmates. And that Kingdom better be praying to those Exceeds or whatever gods they believe in that we don't decide to decimate them."

The Edolas wizards were shocked at the travellers' determination, but one wizard in particular was even more intrigued.

* * *

In the Royal Capital of Edolas laid a massive gray castle composing of various towers. Right in front of that castle was a mountain-sized compilation of blue lacrima.

"Holy crap!" Inside one of the castle a male teen in a white military uniform with a cape looked in awe at the crystal from the window. He had spiky black hair with his bangs dyed white. "Have you seen that giant Lacrima, Mira?" The Second Division Captain of the Magic Warfare Unit asked.

"Seen on the way here, Hugh." Mirajane Rheas, the First Division Captain, was an exact physical copy of her Earthland counterpart. She wore a violet metallic top that covered her shoulders and opened at her abdomen and at her cleavage. The top also opened to the small of her back. A royal purple armor covered from her belt area to her knees, and combat boots finished protecting her legs. On her hand was an indigo gauntlet that came up her elbow, with its fingers shaped like the talons of a demon.

"Beautiful, isn't it?" Mira said as she leaned against the window's edge.

"That's the magic of ten thousand Earthlanders, you know!" Hugh added.

"Hmm," Sugarboy, the Third Division commander, began to correct his co-worker. "To be accurate, it's the magic power of one hundred wizards and thousands of civilian lives."

"Don't sweat over the detail, Sugarboy." Hugh replied. "Point is, this is super cool! That gamble was worth it!"

"Makes sense." Mira said. "Our safety tests were practically beacons for those _terrorists."_ She said the last word with distaste. "Removing the tests and making that Anima bigger gave us an awesome bounty."

"Speaking of the terrorist, I heard he was killed by a Freelancer."

"Only stunned, Hugh." Mira corrected. "And remember the dual-Anima experiment a few months ago? We know that more than one of them were interfering."

"Hmm."

"What's wrong, Sugarboy?"

"I really don't like those Freelancers." The pink armored knight admitted. "They're a bunch of heretics. And I heard unsettling things about them. Like the term 'Alpha…'"

"Heretics or not, that Freelancer managed to get the job done." Approaching them was a short, hunchback, balding old man wielding a walking stick. "Unlike our Witch of Edolas here, who couldn't eliminate a single guild of Fairies. Despite their ability to run like cockroaches, his Majesty wants some results."

Mira frowned as her comrades spoke to defend her. "Do not fret, Byro-san." Sugarboy said. "There is a day that this Goddess of Victory shall rid our world of those menaces."

"Yeah!" Hugh added eagerly. "Mira's a monster of war! She'll wipe them from the face of Edolas!"

Byro let out a garish laugh. "Well, hopefully our new military development provides the resources. Uniting the entire world requires a lot of power, both figuratively and literally."

"So Byro-san, where is that Freelancer?" Mira asked.

"He's meeting his Majesty right now."

* * *

The said Aqua-Marine soldier was in a massive throne room dressed in red velvet, kneeling before a tall old man sitting in his throne. The old man wore a long brown robe with a red cape over it. His gray hair flowed freely from the top of his head and from his beard. A round fabric headgear covered his head.

"Your Majesty," The Freelancer began, with a chipper voice blending with his serious tone. "I have dealt with one of the terrorists. He was wounded enough to be unable to stop the Anima."

"I see… and his identity."

"I can confirm that it was Laxus, King Faust." At this the King gripped on the arms of his throne.

"And what of the Fallen?"

"Most likely he'll come here to rescue his guild."

"It all comes together then…" Suddenly an auburn haired girl raced into the throne room. She wore a yellow dress over a blue jumpsuit and a green hat with two droopy "ears." Her small nose added to the resemblance of a puppy, and her dainty feet were bare.

"Your Majesty!" She saluted before the king, then began to speak quickly. "We can confirm that the extraction of the massive Lacrima can begin according to plan in approximately four days' time. Congratulations!"

Faust was silent before speaking. "Not enough…"

The girl tilted her head before running to the edge of the throne room, then zooming back to in front of the throne. "What do you mean, your Majesty?"

"I said it is insufficient, Coco."

Coco ran around in a circle as she explained. "If I may speak freely, your Majesty. The Lacrima contains the total magic of an entire Earthland city! It will provide enough power to supply our kingdom for the next ten years!"

"The glorious kingdom of Edolas cannot be bounded by such limitations."

Coco stopped as the king rose from his throne. "To end such limitations, we need must gather more." He spread out his arm. "We must have infinite magic! A supply that will never die."

The Freelancer stood up and faced the startled girl. "Don't worry Coco," The man said gently. "His Majesty has a glorious vision of our future. By the way, tell my men that they will tasked to guard the Lacrima. We don't want any crooks, or even worse, Earthlanders, going after it."

Coco saluted to the man. "Of course, sir!"

The man let out a humble laugh. "I told you before Coco. Just call me Cappy."

* * *

Gajeel continued to roar in frustration as he attacked a rock formation within the massive desert. "Those cowards! Can't even come to help another Fairy Tail!"

"At the moment the Royal Capital is right here." Lily said to Kagura and Carla as he pointed to a makeshift map of various circles in the sand, specifically to the largest circle. "And according to Edolas Fairy Tail, we're right here, by the city of Louen." He pointed to a smaller circle with a few "towns" between it and the capital.

"And how long it will take?" Carla asked.

"If we could use Aera, it would take less than a day." He sighed. "But since walking is our only option, it'll take around four or five days."

"It won't be easy." Kagura nodded. She turned to the frustrated Gajeel. "Gajeel-san, don't you think you should calm down."

"No!" He gritted back. "I can't believe those punks wouldn't lend a hand." He heard a croak and looked down to see a pink frog like creatures. "Scram!" He snarled, and the creature did.

"Keh." But suddenly a more massive version of the creature, sitting at ten feet tall, burst from the sand. "Ah, fuck!"

"Gajeel-" Lily called out. "Run!"

"Hell no!" He held out his arm. "Iron Dragon's Swo-" He froze when he realized his arm was not transforming. "Shit!"

"Run!" Carla screamed, and the four ran away from the approaching beast as it hopped after them.

"Can't we fight back?!" Kagura asked.

"We need to save your magic," Lily replied. "But we might not have a choice. Do it."

"On it!" Kagura stopped and turned around, then aimed her hands at the beast. The frog-creature collapsed to the ground due to the increased gravity.

"Nice one!" Gajeel smiled. But soon the beast began to rise, then croaked loudly at them.

Suddenly a blue blur jumped over the four and threw a small capsule into the frog's mouth. The frog's eyes widened as it finally fell down in death as white foam leaked from its mouth.

Kagura released her gravity field and smiled at their savior. "Thank you, male-Levy-san."

"'Male-Levy?'" Levi questioned, raising an eyebrow. "The hell does that even mean?!"

"Can't believe it." Gajeel grumbled as he glared at his fist. "My magic protects me from that Anima just like those pills did to Half-Pint, and yet I can't use any."

"Never mind that," Carla stated, then turned to Levi. "Why did you come after us?"

"You guys serious about going to the Royal City?"

"We are." Lily answered sternly.

"Then you'll need a guide."

"We already have Lily." Gajeel gruffed.

"He may have lived in Edolas before, but I'm sure that walking through Edolas is a hell of a lot different than flying over it."

Lily sighed and looked at his comrades. "He has a point. We'll need all the help we can get to find our comrades."

Kagura nodded in agreement while Carla sighed out a "Fine." Gajeel grumbled but didn't say anything else.

"Good." Levi said. "First things first. Since that girl's magic won't last long in this world, you'll need some proper magic for fighting."

* * *

In another part of Edolas, two figures wearing cloaks were standing at a cliff overlooking a small town that composed of round stone buildings.

"Of all the places Fairy Tail would end up, I never imagined that it would be another world." The first figure, a female, said.

"Doesn't matter." The second one, a male said. "We need to start looking now." The two headed down towards the town.

* * *

Gajeel and his group were walking through the same city of Louen. The city was in a state of decay, with citizens trading goods among collapsing buildings.

"This place used to be a hub of magic trade." Levi explained. "But soon after the King began hunting down guilds, he stopped the sale of magic outside of the Capital. It's even an offense to carry it if you're not one of the right people."

Gajeel looked at an old magic shop, now boarded up. "Looks like the king wants to hoard it for himself…"

"But what about people who were born with magic?" Kagura asked.

Levi blinked in confusion before scoffing. "Like I said, you either give it up or get executed. But what'd ya mean by 'born?'"

"Like I told you before," Lily said. "The humans of Edolas are not born with the capacity to hold magic in their bodies. To circumvent around that, they infuse Lacrimas into their weapons and daily necessities to create magical tools."

"That's about." Levi shrugged. "But we got so used to using magic that way that it became a needed part of our lives."

"So when the Royal Servants took away your magic," Carla said bitterly. "They took away a part of your culture to keep for themselves."

"That's right. Though if you ask me, magic's more trouble than it's worth."

"Huh?" Gajeel was about to ask when they stopped in front of the entrance to a downward stairs, covered with a banner with a distinct banner.

"The basement here has a magic black market." Levi explained.

"A black market?" Kagura asked cautiously.

"Whelp," Gajeel shrugged. "When in Edolas, do what the Edolasians do." The five walked downstairs, where they saw various shelves of magic artifacts.

"Hello there, Levi-kun." At the back by a counter was an old man. "It's been a while. I didn't expect you to buy my products."

"It's these guys that need them." The blue-haired mechanic said pointing to the four travelers. "Just make sure to double check for quality!"

"Oh." Gajeel picked up a large sword hilt shaped like a cat's head and as large as his torso. "What's this bad boy?"

"That's the Bustermarm." The shopkeeper explained. "An old war artifacts that can grow in length."

"Like Lily's Musica Sword. My kind of style."

"How about this one, Carla?" Kagura picked up a small thermos-like object.

Carla rose an eyebrow. "Do you even know what that is child?"

"That's an Air Shatter Cannon." Levi explained. "Screw it open and you'll create a mini vortex."

"Not my usual magic, but it sounds fun to use."

"Grenades," Lily muttered, picking up a few from a shelf. "These will come in handy. And they come in flash and smoke. I won't be picking the extra loud ones..."

"Hey, by the way, you got any cash on you?" Levi asked.

The four remained silent before Lily spoke. "Unfortunately, no. We don't have anything of the local currency."

"...Fuck." Levi pinched his forehead. "Alright old timer, just put it on my tab."

"Oh no!" The man waved his hands in protest. "I owe Fairy Tail greatly for helping when the Royal Army came to search. And I owe you for those solar panels. They really help light up my home. Take those as a gift."

"Alright." Levi smiled and the five walked up the stair. "Oh, by the way!" He called out to the shopkeeper. "Make sure those panels are out of sight! You don't want to be arrested as a heretic."

The old man chuckled. "Of course."

"Thanks for helping us with the supplies." Kagura said to Levi.

"Just think of it as a trade." Levi said. "You can thank me by telling about your Levi. And maybe tell me what 'male-Levy' means."

"Well." Gajeel looked to the sky before smirking at the blue haired man. "Our Levy's a girl."

Levi stared back with his eyes threatening to bulge out. "Holy shit."

* * *

"So let me get this straight." Levi grumbled as they sat at a table in an open-air cafe. "Not only is my other self a girl, but she's a bookworm. And her magic is making words that have the same property as what they say, healing, and flying."

Gajeel shrugged. "Yeah, that's sums it up."

"... if I couldn't tell you guys weren't telling the truth, I wouldn't believe this."

"Um, Levi-san." Kagura spoke up. "I have to ask. Earlier you said that magic was more trouble than it's worth.

"And you warned that shopkeeper that those solar panels you gave him would make him a heretic." Carla added.

"What did you mean by that?"

Levi sighed. "You want to know what most of that magic the kingdom hordes was used for? Conquering more land to gather more magic. And maintaining all that territory needs more magic. My old man warned about it. He told everyone that we were running out of magic, and the only option was to find new resources like oil and solar power."

"But besides the fact that it was part of our life, turning away from magic purposely was seen as insulting the Exceeds. He was named a heretic and executed." He lifted up his gauntlet. "Now I follow his belief, and use means other than magic excepts for emergencies like our improv escape."

"Huh." Gajeel smirked. "You aren't that different from our Levy."

"Speaking of which," Lily said. "You seemed to have a slight recognition of Gajeel back in the guildhall. I take it there is a version of Gajeel you know."

"That's right." The blue mechanic smiled fondly. "My Gajeel's a freelance reporter. She's clever and a great writer, but like me hates the status quo. She often gets into trouble criticizing the kingdom. Still, hell of a woman. And she's got a hell of a bo-"

"Please restrain from such vulgar statements." Carla stated firmly.

"It seems in any world, Gajeel is a stubborn individual." Lily said sagely.

"Amen to that." Levi smirked. But he then noticed a haunted look on Gajeel. "What is it?"

"... are you saying you helped us cause I look like your girlfriend?!"

"What?!" Levi shouted back. "Don't say that! You make sound like a bixsexual pervert!"

"Well, I call it how it is!" Both Gajeel and Levi began to butt heads.

Lily sighed. "So much for them to get along."

"There he is!" The five turned and were shocked when a battalion of soldiers wearing spherical helmets appeared. "The Heretic Mechanic! The others must be Fairy Tail wizards too!"

"We were already found out?" Carla questioned in shock.

"Good." Gajeel smirked as he pulled the sword hilt from under the back of his jacket and held it out. It glowed as a blade twice his height grew from it. "Time to test this bad boy out!"

"Wait!" Kagura gritted as she struggled to open the Shatter Cannon. "How do I open this?!"

"Don't go overboard, Gajeel." Lily ordered as he stood ready for a brawl.

"Well, how else should I go?!" Gajeel swung the massive blade down onto the soldiers, releasing a massive explosion.

"Ghi hi hi!" Gajeel laughed. "That's all they- oh come on!" The smoke faded to reveal the soldiers holding shields in a turtle formation.

"Shields?! Let's see how long they last!" Gajeel raised the sword once more, but became shock when the massive blade cracked apart into thousands of pieces.

"What the hell?!"

"Magic's limited, dumbass!" Levi shouted at him. "That sword could have been used a hundred times, but you ended using the whole supply!"

"Capture them!" The unit's leader commanded, and the soldiers began to charge straight at them.

"Not good." Lily gritted.

"Hang on, I think I got this!" Kagura shouted as she managed to completely open the thermos-like object. But in doing so, the capsule released a massive tornado that sucked up the five Fairy Tail wizards and send them crashing into another part of the town.

"They're over there!" The unit leader shouted to his men. "Capture them no matter what it takes!"

"Yes, sir!" The soldiers dispersed throughout the town. One group ran through a street as an orange eye watched through a hole on the wall of a wooden shack.

"That was too close," Lily whispered to his comrades as he pulled away, all of whom were sitting on a floor of hay. "But with the soldiers all over Louen, there's no way we can leave this place."

"You know what, magic stinks here." Gajeel grumbled.

"Yeah…" Kagura sighed in agreement.

"Is there no other exit?" Carla asked Levi.

"Won't be easy. The Royal Army doesn't give up."

"We found one of the Fairies!" The shout of the one of soldiers startled the five. They slightly opened the door of the shack and looked out to see...

"You're coming with us!" A soldier shouted as he and another grasped an arm of a blue-haired girl, with three others watching.

"Let me go!" Levy McGarden yelled in protest.

"This must be a new member of Fairy Tail." One of the soldiers.

"Why are you doing this?!"

"Shrimp?!" Gajeel shouted.

"Holy shit, that's girl me?!"

"Ow!" Levy cringed as the soldiers pulled her arms behind her.

"How did Levy get here?" Lily questioned.

"What is happening?" Carla questioned.

"Who care?! I'm going out there!' Gajeel burst through the door and charged straight towards the Letter Mage while Levi shouted in protest.

"That's it!" Levy gritted as she pulled free her right hand and began tracing. "Solid Script:"

"Levy-san, wait!" Kagura called out. "You can't use magic here!"

"Fire!" To their shock the word appeared, and she threw it straight at the soldier holding her, burning his face while he screamed. She leaped back and traced again. "Solid Script: Lightning!" Another word was launched and quickly electrocuted the other soldiers.

"Magic?!" Gajeel shouted.

"But how?!" Lily questioned.

"No way!" Levi looked at his counterpart in shock and curiosity.

"Levy?" Kagura asked. The Letter Mage turned, and smiled when she saw her friends.

"Guys!" She ran towards them. "I'm so glad I found you!" She stopped when she noticed the blue-haired man. "Who's he?"

"Oh yeah." Gajeel deadpanned, still stunned from the recent events. "Shrimp, meet Edolas Boy you. Macrosen, meet our Shrimp."

Both were silent as they stared in each other. "What?!" Levy shouted.

"... I thought you would have bigger boobs." Levi deadpanned, causing his counterpart to cover her chest protectively.

"Don't stare at them!"

"Don't let them escape!" They saw the rest of the soldiers approaching them.

"We can talk later!" Lily shouted. He pulled a flash grenade from under his cloak, then pulled its pin and threw it at the soldiers. As soon as the bright light engulfed them, the six Fairies ran as fast as they could from them.

* * *

Much later the group was sitting in a forest outside of Louen. "So shrimp," Gajeel said. "Mind explaining how'd ya got here? I'm guessing that you didn't get sucked up cause you were out of town."

"That's right," Levy said sadly. "When I entered Magnolia everything was empty. I thought I was the only one left until Mystogan came…"

"Mystogan?!" Carla's eyes widened in shock.

"It's not surprising." Lily explained. "Just like the two of us, his earlier travel through an Anima made him immune to the massive Anima just like Dragon Slayer magic."

"At least he's fine." Kagura smiled in relief.

Levy continued. "Anyway, he explained what happened to the guild, then sent me flying into this world. I began walking all over, hoping to find a familiar face. Then I found you guys.

"So why you still have magic?" Gajeel asked Levy.

"What do you mean?"

"Except for me, everyone can't use their magic." Kagura explained. "Even Archenemy and the Musica Sword can't be used."

"Is that so," The letter mage pondered over the conundrum before smiling. "Maybe Kagura and I are legendary warriors!"

"Really?!" Kagura beamed with excitement.

"Eh," Gajeel shrugged in disbelief. "I don't think so."

Both girls deflated. "Levy," Carla spoke up. "Did Mystogan gave you a small pill before sending you to Edolas?"

"Um, yeah."

"Hmm. I thought those were meant to protect an Earthlander from the Anima. But their other purpose must be to grant them the ability to use magic in Edolas."

"Sounds likely."

"You guys still planning on taking on the kingdom?" Levi questioned skeptically.

"Fuck yeah." Gajeel scoffed back.

"Like we said earlier," Lily stated. "We won't abandon our comrades."

"You guys can't even use magic properly."

"Hey! Kagura and I can still use our magic!" Levy protested.

"But you can't recharge it, either."

"Doesn't matter." Levy stood up proudly. "Fairy Tail's two strongest - temporarily- wizards are ready to take care of this!"

"Right!" Kagura nodded, her eyes lit with equal determination.

"No choice but to rely on you two, then." Carla sighed.

 _These guys are crazy._ Levi thought. _But there's a part of me… that really believes they can win._

 **And now Earthland Levy has joined the crew! Along with two more Fairies…**

 **Lily: So what happens next?**

 **Well, we wait for the next chapter. I'll see you guys next week. Remember to favorite, follow, and review. And don't forget to share with your friends.**


	46. Emergency Air Travel

**Alright folks. In five, four, three, two…**

 **Welcome back to another exciting chapter for Alternate Tail. In this chapter, we have our heroes explore more of Edolas, but at a dangerous cost…**

 **Anyway, I want to thank Miraculous Neko, pastelscissors, for favoriting and following Alternate Tail. I also want to thank Cinder Fall 39, the one guest, OneWhoCharms, and Earth Dragon Arnighte for their reviews. By the way, OWC, glad you enjoyed the Mira-day dream.**

 **Erza: Natsu, Happy. I hope you did not thought the same as Gajeel and Lily.**

 **They were nearly alike… I rather enjoy Lily's and Kagura's fantasy myself.**

 **Mira: I thought that Kagura's was cute too.**

 **Kagura *Blushing*: No offense, Mirajane, but I already refer to Erza as my big sister.**

 **Mira: It's understandable. You and Alternate Kagura-chan are two different people.**

* * *

 **Alright then, time for the disclaimer.**

 **Kagura: DigiXBot does not own Fairy Tail.**

 **Carla: He also does not own any fictional characters in this chapter that belong to another franchises.**

 **Which will remain unsaid to prevent spoilers… though some of you are guessing.**

* * *

 **Emergency Air Travel**

These guys are crazy. _Levi thought_. But there's a part of me… that really believes they can win.

* * *

Meanwhile, the two hooded Fairies, now with their hoods down, from before were still wandering about, unaware of the recent occurrence in the same city.

"Excuse me." One of them, a girl with long blond hair, asked a passing civilian, but was shocked when the civilian appeared startled and quickly moved away.

"Hey!" The other, a man with spiky pink hair, called out to two more people, but they too moved away. "Geez. Are the people in this world rude?"

"Is not that." The girl responded. "It's as if they recognized us."

"That doesn't make sense."

Unbeknownst to them, three punks wearing sun glasses were keeping a fierce eye on them. "Hey," A short, fat one said. "Don't those guys look like…"

"Fairy Tail wizards." A taller man with a black Afro growled.

"There's a good bounty on them." Their leader, a man with a mohawk, stated. "Let's see if we can cash on it."

"You know," The three then realized the pink haired man was standing in front of them. "When you plan an attack, you don't let your enemies hear you."

The shortie and the afro punks shrieked, but their leader laughed. "Relax, it's Natsu Dragion. He's a wimp without- Gah!"

The man fell to the floor once Natsu Dragneel headbutted him.

"That's it!" The other two each launched a punch at him, but Natsu easily caught both fists. The two punch screamed as they felt intense heat infecting their hands before Natsu threw them to the ground.

"Natsu!" The Dragon Slayer turned around as he saw Lucy Heartfillia running towards in him. "Is everything alright?" She asked in concern.

"Yeah," He grinned back. "just have to deal with these creeps."

"Shit!" The short, pudgy one shouted as he and the others trembled in terror. "It's Lucy Ashley!"

Natsu blinked in confusion before turning to Lucy. "Thought your last name was Heart-something?"

"It is." Lucy responded. "They must be talking about our Edolas selves."

"But you look just like the wanted posters!" The mohawk punk shouted.

"Wanted posters?"

"For being members of the dark guild, Fairy Tail."

"Fairy Tail is a dark guild here?!" Lucy yelled in shock.

"Doesn't sound that strange." Natsu said as he pulled up the mohawked man. "Listen up! A giant Lacrima ended up here! So where is it?"

"G-giant what?" The man stuttered back "I don't know about-", then shrieked as Natsu shook him.

"We don't have all day you know!"

"But we really don't know!" The punk said as he turned to his comrades, who were getting up as they look at the two Fairies in fear. "Right guys." His men nodded frantically.

"All right." Natsu said as he let the man go. "You're off the hook."

The three punks were about to run away when they heard "Excuse me," causing them to freeze up.

"Since you guys don't know about the Lacrima," Lucy continued. "Do you know anyone that would go after that kind of information."

"I guess those stories might be sought by Gajeel…" The afro punk muttered.

"Gajeel?" The two fairies asked.

"You know, Gajeel Rosavulpe." The leader said. "That freelance reporter who's always nosing around and criticizing the kingdom."

"Questioning authority, definitely Gajeel in any universe." Lucy smiled. "So where can we find him?"

The three blinked in confusion before the short, pudgy one spoke. "Gajeel usually hangs at the bar on Musica Street, right over there." He pointed to a street a few blocks over.

"Thanks." The two Fairies walked over to where he pointed. Once they were out of sight the three punks looked at each other.

"Why would they think Gajeel's a guy?"

* * *

Later that evening, Gajeel and his group were staying in a hotel in the town of Sycca.

"Here we are now." Gajeel pointed at a map that he, Levi, and Kagura sat around. "We managed to get far in just a day."

"Yeah, but you guys still got a long way to go." Levi grunted while fixing up his metal gauntlet.

"All the reason to remain diligent." The three turned to Lily and Carla, who were both in a meditative state. At least until Carla shot open her eyes in irritation.

"I'm not sure how this will restore our ability to use our magic." She said.

"Not restore, enable." The taller Exceed calmly corrected. "Our bodies were too used to the influx of magic in Earthland that they became lazy in producing its own. Right now we need to focus that ability if we seek to use Aera."

"I have to ask, Lily-san." Kagura said politely. "How do you guys even make your own magic?"

"I'm not an expert on my people's biology, but primarily it is from our own microbiome. From what I heard, our stomachs contain special bacteria that release magic as a by-product. Exceeds have evolved to utilize this 'waste' for Aera magic."

"So basically you poop magic." Levi said nonchalantly.

"That's it." Carla said, pointing straight at the mechanic. "You are not allowed to speak for the rest of the mission."

"What?"

"She's not wrong you, know." Levy said as she came out of the bathroom in a pair of green pajamas.

"What took so long?" Her counterpart asked.

"I have to get dressed you know."

"Why?" He shrugged. "We're the same person."

"We're still opposite genders." Levy protested.

"And Gajeel-san's in the room too." Kagura added.

"So you two haven't gotten that far yet?" He joked, causing Levy to flush, Carla to hiss, Kagura to blush at the comment, Lily to facepalm, and Gajeel to scowl at him.

"No! What kind of people ya think we are?!" The Dragon Slayer questioned.

Levi just laughed. "Hey, I'm just messing with you." He smiled. "Between you guys and me, my Gajeel and I haven't got that far either."

"Can't you restrain yourself for one minute?" Carla demanded.

"Nah." He shrugged, furthering in irritating the white Exceed.

"You have been taking it well," Levy said out of the blue, causing her male self to look at her. "Huh?"

"The fact that you're seeing a female version of yourself." Levy explained. "Or that you're meeting a male version of your friend."

Levi smiled as he got up. "In my life, ideas like male and female are kind of skin deep. Yeah, I notice the fairer sex, but when we're all trying to survive, those differences are barely noticeable except for a few jokes and insults."

"From what we saw, you and your guildmates seemed to maintain a high outlook." Lily noted.

"All that worrying about being caught is bad for your health, so you need to laugh every once in a while.

"Plus, even though we're a dark guild, there's still people that need us. So for that life, our guild sticks together. One big happy family." He sighed as under his breath he added "But often that's it's not enough…"

"What was that?" Levy asked in concern, but Levi replied with a smirk.

"Nothing to worry about, other-me. Let's get to sleep."

* * *

"I can't believe it!" Gajeel and Lily woke up the next morning thanks to Levy's shout.

"What is it?" Gajeel asked groggily. When Levy handed him the letter, he read it and his eyes widened in anger. "That jackass!"

"What's going on?" Carla questioned sternly as she and Kagura came over.

Lily managed to grab the letter from his partner, then read it out loud, "'The Royal City is three days by foot. I'll be heading back to my guild. Good luck, Levi Macrosen.'"

"I thought he would help us out." Levy said bitterly. "Ugh, that metal headed idiot!"

"Hey, what did I do?!"

"She meant her counterpart, Gajeel." Lily said.

"There's nothing we can do." Kagura said. "He told he wouldn't be fighting the kingdom when he decided to help us."

'Maybe," Levy said. "But I won't just forgive my other self like that."

* * *

As they spoke, Levi gave one last look at the hotel the five were in before moving on. _Those guys might actually change this world. Keh, such wishful thinking..._

 _But Edolas shouldn't be changed by outsiders. Its own citizens much be the ones to do that. And that's the responsibility of a guild!_

As soon as he reached the city limits, he began to run as fast as he could. _It would be great if they could rescue their friends, but against the kingdom the odds are little._

 _I'll be back guys. And hopefully, Fairy Tail will be lending a hand to its sister._

* * *

"This is the place." Lucy said as she and Natsu entered a small bar. "All we have to do is find Gajeel."

"Do we actually need that guy?" Natsu questioned.

Lucy glared back. "The only reason we were left was because Hologorium saved me in time and your Dragon Slayer magic protected you. Until we find the other Gajeel or anyone else from our Fairy Tail, we need all the help we can get."

"I guess, so which one is metal face anyway?"

"Excuse me," The two spotted a woman speaking to a group of men at a table while holding a pen to a notepad. She was only about five feet tall but had an impressive bust that rivaled Lucy's. She wore a white blouse and a red bow tie with a black pencil skirt topped with a dark blue dress jacket. Her black-perm topped head was covered with a pair of rectangular glasses, two studs on each ear, and a dark blue pork-pie hat.

"Could you say some details about this Lacrima you mentioned?" She asked politely, but one of the men just scoffed.

"And have it out for the kingdom to hear. No thanks."

"I would make sure it'll be anonymous in the paper that receives it."

"Bug off!" The man flipped at her, but she only rolled her eyes in response.

"Maybe she might know." Natsu said as he and Lucy walked over to her. "Hey!"

"Yeah?" The woman responded calmly.

"We're trying to find a reporter by the name of Gajeel." Lucy explained. "Do you know where that person is?"

The woman chuckled. "Don't have to look anymore." She placed the pen and notepad in her jacket and held out her hand. "Gajeel Rosavulpe, freelance reporter at your service." But she was startled when the two individuals' jaws dropped.

"I don't believe it…" Lucy gaped.

"I know…" Natsu nodded, equally as shocked. "Edolas Gajeel is a cross dresser!"

"Eh?!" She shouted at him.

"Would you please tell me what you are talking about?" The reporter questioned, aghast at what he said.

* * *

"You're really happy about that book you found, Levy-san." Kagura noted as the five walked down the streets of Sycca.

"You bet," Levy cheerfully replied. "It's an entire novel on the history of Edolas."

"So," Gajeel shrugged. "Why not ask Lily about it? He actually lived here for almost his whole life."

"I was a warrior here, Gajeel, not a scholar. So my understanding of this world would be common knowledge that is dwarfed by that book." Lily explained. _Along with a few secrets..._ "Besides, it may prove beneficial later one."

"There's actually a section on your people, Lily, the Exceeds." Levy said.

"I wouldn't constitute that section as accurate." Carla stated. "The people here believe that we are gods of all things."

"Be careful what you say, Carla." Lily said in a joking tone. "We don't want to be arrested for heresy." Suddenly the streets were covered by a massive shadow, and the five looked up to see it was caused by a round airship with two wings coming from the side and nine oars from each side beneath the wings.

"An airship?" Levy asked.

"Hurry up!" They saw many Royal soldiers running in the direction of the ship.

"Hide!" Lily and Kagura managed to push the others to behind a column. They then saw the ship landing in a large lot.

"All soldiers are asked to return to the Royal city." A high ranked soldier said to his men. "The extraction of the massive Lacrima will begin the day after tomorrow. It'll be the event of the century."

"That giant Lacrima got's to be all of Magnolia," Gajeel growled. "Including our guild."

"They said the extraction is in two days." Levy realized in horror. "We won't make it on foot."

"But what will happen to our friends?" Kagura asked in fear.

"Once the extraction begins," Carla explained seriously. "They will be no chance to restore them to normal."

Lily examined the massive airship as four soldiers stood guard. "There's no other choice then. We must infiltrate then take over that ship."

"That could work." Gajeel smirked in agreement. "I'm in!"

"Don't you have motion sickness?" Carla questioned.

"Half-pint could just her gravity trick to deal with that."

"Unfortunately, Gajeel." Lily responded. "Given Edolas's limited nature, we can't waste Levy's or Kagura's magic on comfort."

Gajeel then sweatdropped. "Maybe another plan then…"

"So now you change your mind!" Carla accused.

"I'm all for it too," Levy began. "Problem is how are we going to get past the guards?"

Gajeel then turned to Kagura and smiled. "Hey half-pint, how's your acting?"

* * *

By the airship, four soldiers remained in constant guard. They stood tall, unwilling to move no matter the situation. Nothing could-

"Excuse me." The four looked down and saw a violet-haired pre-teen wearing a lavender kimono and having tear filled eyes.

 _Kawaii…_ The thought raced through the minds of each of them. The squad's leader, a man with a defined mustache, coughed then glared at the girl. "Get moving kid. This is military stuff."

The girl's eyes became more water filled. "Aw, come on sir." One of the soldiers, a woman, said. "Go easy on her."

"Regina..."

The woman knelt down to the girl's level. "Hi there, sweetie. My name's Regina. What's your name."

The girl responded in a typical moe fashion. "E-Eleanor."

"Well, what is wrong, our dear Eleanor?" Another soldier asked in a sophisticated voice.

"I'm trying to find my big brother, but the town is so big and-" She looked as if she was about to break down.

"Ah shoots." The fourth soldier said, then turned to his leader. "Sir, Ah think we ought ta help this little lady find her big bro."

"Absolutely not, Cobb!" The leader shouted. Unbeknownst to them, a black haired man, a blue haired girl, a white Exceed girl, and a giant of a black Exceed had snuck into the ship. "We have orders to stand guard for the rest of the troops. I don't want to miss the magic extraction."

"We know that, Hutch." Regina replied. "But our job is to protect the citizens."

"No, our job is to follow his Majesty's orders."

"Yes…" The second soldier said in a creepy tone. "Fight…"

"Um?" 'Eleanor' asked in concern.

"Cut it out, Marlowe. Ya scaring the poor thing." Cobb said to the man, then turned to Hutch. "Sir, ah really believe that we should help this little gal."

"And what if she proves to be a threat?" Hutch questioned.

"Are you kidding?" Regina laughed. "She's a cute little cinnamon bun."

"Alright." Hutch declined. "Let's just ask the pilot first." As they walked up the ramp onto the ship, Cobb turned to 'Eleanor.' "So then, Ellie, what does your big bro look like."

"Oh! He really tall, has black hair and red eyes, and lots of piercings on his face."

"He sounds interesting." But as they reached the bridge of the ship, the four were shocked at three sights:

One, their fellow soldiers were tied up.

Two, the ship was now commandeered by two humans and what appeared to be two Exceeds.

And three, one of them happened to fit the description of the girl's 'brother.'

"What the-" Hutch began, but he and Marlowe were startled by the sound of screams. They turned and saw that Cobb and Regina were knocked out, and 'Eleanor' was now holding a katana in one hand with its sheath in the other.

Kagura placed the sword back into its sheath, then smiled at Gajeel. "Big brother, I found you!"

'What is going-" Hutch couldn't finish as he and Marlowe were tackled to the floor by Gajeel and Lily.

"Sorry, but we do need this ship." Lily explained as he and Gajeel tied up the soldiers.

"Well, my dear Hutch," Marlowe began. "It seems we were doubled cross." The two were then gagged and thrown to the back with the other soldiers.

"Nice acting, half-pint." Gajeel said as he did the same to Cobb and Regina. "You should get an award for that."

"Took me awhile," Levy said as she pulled on levels while reading a manual on the controls. "But I managed to learn how to pilot this thing." She twisted the key they stole from the pilot into the ship's ignition, and the soon the vehicle was airborne and flying straight to the Royal Capital.

* * *

"So let me get this straight." Gajeel Rosavulpe said to Natsu and Lucy as they sat at a table. "You two are from an alternate world called Earthland. That giant Lacrima the king got is actually your hometown and your guild. And there's a version of me there that's a guy." She sighed. "Do you know how hard to believe this is?"

Natsu held out an open palm, and to her shock a small fire appeared in it.

"This enough proof for you?" Natsu said to the startled reporter, then quickly put out the flame. "I wouldn't mind showing more, but apparently magic is limited here."

"Okay, so you two are telling the truth. I have to admit, you do have a strong difference from Ashley and Dragion."

"So what about you?" Lucy asked.

"Just a person who writes the truth." Gajeel explained. "Edolas is full of lies and deception, and it's my job to reveal the truth."

"That must make a lot of enemies."

"Well, the truth is a bitter pill that no one wants."

Much later the three were walking out of the bar. "So you know about the Lacrima?" Natsu asked.

"The king can't even sneeze without me finding out." Gajeel bragged.

 _Geez, this version might be a reporter, but she's a lot like Metal Head personality wise._ Natsu thought.

"Well, we need to get to that Lacrima as soon as possible." Lucy explained.

Gajeel wrote something on her notepad, then ripped off the paper and handed it to Lucy. "This here's the address for a ride to Edolas. It'll get you there in under a day."

"Thanks."

"I'll be taking a different route though, so I'll run into you guys there." The three then went their separate ways, with Gajeel in one and the others in the opposite.

 _Another world, huh._ Gajeel smirked in the thought. _Wait till Levi hears about this. I wonder what my counterpart is up to, if he's even here?_

* * *

Her counterpart was right now moaning in agony as he laid against the airship's walls. "Urgghhhh."

"We'll be approaching the Royal City in under an hour." Lily said as he checked the controls.

"Once we'll get there, there's the matter of how we'll enter the city." Carla stated.

Levy and Kagura entered the bridge from the back. "Everyone is tightly strapped." Levy said.

"There's a lot of supplies in there too." Kagura said as she pulled out a small device.

"And you brought that here?" Carla questioned sternly.

"Hmm," Lily picked up the device from the girl. "A detonator. That could come in handy…"

Suddenly the ship's radio began to cackle, and the voice of a young teen came out. " _Attention aircraft, this Captain Hughes. You are entering Royal City Airspace. What is your call sign and reason of approach?"_

Levy picked up the radio. She cleared her throat before speaking. "This is Warrant Officer … Warren, piloting His Majesty's Burneagle. We have returned as per order 4867."

" _I see that. What happened to the pilot?"_

Levy sweated nervously as she continued. "He… has food poisoning. Something he ate at Sycca."

" _In that case, you are clear to landing field 5."_

Levy sighed as she placed the radio away. "Warren?" Kagura asked her.

"It was the first name I thought of, okay."

"At least it will be easier than we thought." Carla said, but she frowned as she saw a spot in the sky getting larger. "They didn't say anything about an escort."

"They didn't. Brace yourselves!" Lily commanded as the airship was tackled by a Legion.

"Wow!" The four shook from the impact. Meanwhile, Gajeel became even more nauseous.

Levy quickly picked up the radio and shouted into it. "Captain Hughes, what's going on?!"

" _Nice try, 'Warren.' But there is no Warrant Officer of that name. I don't know how you managed to grab one of our awesome ships, but we're making sure it crashes to the ground._

"But some of your men are on here!" Kagura protested over Levy's shoulder.

" _Military casualties."_ The radio cut off as the Legion impacted again

"Dammit," Lily growled. "Kagura, you're with me. Levy, Carla, maintain control."

"Don't just take my charge!" Carla protested, but the two already went through the door.

The hatch of the ship opened as Lily and Kagura held onto the door's supports. "Kagura, as soon as the Legion get's close, I need you to throw the air cannon in its mouth while it's partially open. I'll give you the signal for when."

"On it!" The two held tight as the Legion flew closer. The beast roared with every meter it got closer-

"Now!" Kagura loosened and quickly tossed the recharged Air Shatter Cannon into the Legion's mouth, while Lily pulled a pin off a grenade with his mouth and did the same. With both objects inside, a massive explosion occurred inside the beast, burning its insides. But the internal damage caused it to collide with the airship and send it crashing into

"Brace for impact!" Levy shouted as the hatch closed and she aimed the ship towards a patch of forest surrounding a side of the city. The airship crashed through the trees and slowed down to stop by digging into the earth.

It wasn't even three minutes until the Royal Army arrived, lead by Hughes. Two guards used their staffs to pull down the entrance hatch, revealing the tied up soldier.

"Get these people out of here." Hughes commanded. "I'll search for the hijackers." As his men untied their comrades, he entered the ship. But inside, he spotted a pile of Lacrima crystals.

A pile of glowing, ready to detonate, explosive Lacrima crystals.

"Get out of here!" He yelled to his men, and they all ran as far as they could from the airship while carrying those still bounded. Then a burst of fire and sound sent them crashing into the ground beneath them.

A couple meters away, Lily winched from the intense sound of the explosion after he pressed the detonator.

"So much for not wasting magic." Gajeel quipped. "Then again, it's _their_ magic anyway."

"Will they be okay?" Kagura asked.

"They'll be fine." Lily responded. "I waited until they were far enough." He turned to the rest of his guildmates. "Let's get moving."

* * *

Despite their rough entrance they managed to enter the city peacefully. As they looked around, they saw people dressed in what could be described in Victorian style, with top hats and suits for men and long dresses and parasol for woman. Another contrast from the outer towns was the amount of magic used in the open, from magic-powered toy horses to floating signs to magic-operated bars.

Gajeel whistled. "They didn't spare any expenses, I'd give them that."

"This isn't what I imagined for the center of a dictatorship." Kagura said.

"Guess those closest to the king get the best benefits." Levy said. "Except for the air fight, we managed to get in easily."

"The whole city is an amusement park." Carla said.

"It's nothing more than a waste of resources." Lily explained bitterly. "The king and the upper class have stolen magic from the guilds and other nations so they can concentrate it for themselves."

"And then they steal it from other worlds, like a drug addict searches for his craving."

"What a king." Gajeel scoffed. "Now I know you and Mystogan had the right idea shutting those animas down." The five then spotted an energetic crowd of people.

"Is that some sort of parade?" Levy asked.

"Only one way to find out." Gajeel grunted as he marched into the crowd.

"Would you not wander off?!" Lily yelled as the four chased after him. They continued to push through the many bodies until Levy collided into a still Gajeel.

Levy began to ask "What's gotten into-" But she too froze as she saw what had paralyzed him.

A massive blue lacrima three stories tall was in the center of the city block. Multiple ropes tied it down as hundreds of soldiers stood guard around it.

"It's the lacrima…" Kagura gasped in realization.

"Then that means it's…" Levy began in shock.

"Everyone from Magnolia." Carla finished soberly.

"The worst part is that this is only a fragment of the entire lacrima." Lily growled.

"It's not even the whole thing?!" Gajeel shouted back.

The crowd became more passionate and vocal as King Faust stepped onto a podium by the Lacrima.

"Your Majesty! Hurray! Long Reign King Faust!"

"My children of Edolas." Faust began as he raised a golden staff. "The Holy Kingdom of Edolas has now created 10 years worth of magical power thanks to the Anima."

"'Created?'" Levy snarled under her breath. "He stole from our world!"

"Now we can sing and smile in this grand fortune." Levy, Kagura, and Carla were aghast at the cheer of the crowd, while Gajeel and Lily were on the brink of rage.

As the crowd grew louder, so did Faust. "The people of Edolas have the Exceed given right to have this magic! And the Exceeds have chosen us alone to rule the future! No one shall take this magic from my country! And I vow, that I shall give you enough magic power-" He then slammed the staff into the Lacrima. "That it'll make this amount look like trash!"

"Edolas! Edolas!"

Gajeel snarled monstrously as he saw small bits of the Lacrima land on the ground, fragments that could have been his comrades. He started to run towards the Lacrima when a firm hand grabbed his shoulder.

"Don't." Lily commanded.

"What are you doing?!"

"We can't go rushing in."

"He's killing our guildmates!" He hissed.

"And you think I want to watch our family be murdered!" Gajeel then saw the same rage and pain in Lily's eyes that he had in his body. "All of us feel the same, Gajeel." The Dragon Slayer looked around and saw the equally horrified and pained faces of his guildmates.

"But they're cheering-"

"They don't know Gajeel." Levy choked with tears in her eyes. "It's clear they don't know that Lacrima costed human lives."

"The only man who will pay for this Faust." Lily said in full determination. "I swear this Gajeel."

Gajeel relented and nodded, but not before glaring once more at this king. "We'll let him know what it's really like to have something stolen."

* * *

Around sunset they were sitting in a hotel. Gajeel was sitting on the window rail glaring outside. Kagura and Levy sat morbidly on a sofa. Lily was examining a set of old scrolls on the city structure. Carla was on the table, drawing on a piece of paper while scratching her head.

"That's it!" Gajeel suddenly shouted as he got up. "I can't sit around anymore! I'm charging straight into that castle and getting the answers by force!" He began to walk towards to

"Be patient Gajeel." Lily said while not looking up from the scrolls, causing him to stop

"You've been looking at that for an hour!"

"If we don't have a plan, we'll easily be defeated, and unable to rescue anyone." Gajeel grumbled in response.

"Even if we can find all the Lacrima, how are we going to turn everyone back to normal?" Kagura asked in worry.

"We'll just have to ask the king." Carla said. "Most likely he shall know."

"But it's unlikely he would answer." Lily countered.

"Then we'll just beat him up for it!" Gajeel shouted.

Levy's eyes widened and she got off the couch. "Maybe he will answer when asked…" She grabbed a piece of paper and began writing on it. "If we can get close to the king and corner him when he's alone…"

"What are you talking about?" Kagura asked.

"I'm talking about Jutsu Shiki."

"The spell that the Magic Council used on us before." Carla said. "How will that help us?"

"Justu Shiki's aren't just used for trapping. They also can affect those trapped within them."

"I remember that." Lily said. "They are capable of preventing magic use, forcing opponents to battle, and trapping people by certain criteria."

"Like how one of Jellal's troops kept you and the old man in the guildhall cause you were over eighty!" Gajeel laughed.

"You and Natsu were also trapped as well." The Exceed added in irritation

"So what does this have to do with getting the answer?" Carla questioned.

"I'll set a Jutsu Shiki that keeps him inside and forces him to tell the truth, so he'll have no choice but to tell us how to turn everyone back."

"Nice plan, Shrimp." Gajeel said with a grin.

"The problem is how we get close enough to trap him…"

"And there's a lot of guards surrounding him too." Kagura added.

"Luckily, I know how get to him." Carla said as she showed them a bird's eye view of the city, which emphasised the castle, a coal mine on the city's edge, and a path between them.

"Like all paranoid rulers, the early rulers of Edolas made an escape route from the castle. That route should still be present."

"Wow!" Kagura said. "That's amazing!"

"How did you know of this?" Lily questioned.

"The information just popped in my mind." The younger Exceed answered, placing a paw on her temple. "Ever since we've arrived, a mental map has been forming piece by piece."

Lily looked at her with a bit of suspicion before speaking. "Once we get to the castle, we can corner the king and force him to tell us the truth."

"Well let's get going!" Gajeel said eagerly.

"Hold on!" Carla ordered. "We should go only in the cover of night. For now we should rest."

* * *

That evening, the five left the hotel and headed out of the city. Walking through the forest and avoiding any remaining soldiers, they stopped at the entrance to a mine. Grabbing a few torches from a nearby shack, they entered and walked through the tunnel.

"This looks like it hasn't been used in years." Levy observed.

"Think it might collapse any minute, then." Gajeel grunted.

"Please don't jinx it, Gajeel."

They then stopped in front of an entrance to another sector of the mine, which was filled in with stone and covered with wooden boards.

"This is it?" Lily asked Carla.

"Yes." She responded. "The path continues straight through.

"Looks like it was sealed with both rock and magic. Won't be easy to break through."

"Leave it to me." Levy smiled and began tracing. "Solid Script: Shatter!" She tossed the word, causing the blockage to crack away halfway through.

"We have to conserve what magic we have." Carla reprimanded.

"I still have enough for the Jutsu Shiki."

"Then leave the rest to us." Lily said as he felt the rock before marking an x with the Musica Sword. When he nodded to Gajeel, the dragon slayer smirked and they both punched by the mark, causing the remaining rock to blast back and revealing another path.

"Might not have magic," Gajeel smirked as he flicked his hand. "But I'm still as strong as hell."

"And there really is a passageway here." Lily stated. He turned to Carla. "We are fortunate to have this information, Carla."

"Well, let's hope it's still reliable then." The five continued on their way. "Turn here. And then… turn left." Carla continued to scratch her head as more directions came. Eventually they arrived at a large cavern lit up by glowing mushrooms.

"This must be directly under the castle." Carla said.

"I'm not sure how you do it, but I'm glad you came with us." Levy said.

"I'm not sure either. The information just floats into my head."

 _Sounds far too familiar._ Lily thought.

"Getting in here was the easy part. The real challenge is sneaking into the king's bedroom undetected."

"Levy-san and I still have our magic." Kagura said.

"But that must be used only for emergencies. Remember, Levy must still have enough for her spell if this plan will work."

They were about to continue when Lily spoke up. "Carla."

"What is it?" Carla questioned in irritation.

"This flood of information. I don't think it is in relation to the mission."

"What are you talking about? What else could it be?"

"I've seen it before. You have-" But before Lily could continue, a glob of gel covered his mouth.

"What the-" Gajeel shouted as the others looked in shock. Lily attempted to pull the gel away, but bands of gel trapped his arms to his body.

"We got the Fallen!" They were shocked to see a squad of Royal Soldiers behind Lily, with two holding staffs that released the gel holding the older Exceed.

"It's a trap!" Gajeel shouted. But soon more soldiers arrived and surrounded them, then shot more gel from their staffs, binding Levy, Kagura, and Gajeel, the latter even had his mouth bounded.

"Can't… move…" Levy struggled to break free from the gel. "I can't move my hands." Gajeel shouted through the gel on his mouth as he too failed to break free. Carla remained frozen as her guildmates were completely trapped.

"Let us go!" Kagura screamed as she formed gravity fields that brought many soldiers to her knee. But in her struggle, she was unable to see an aquamarine armored soldier back flip towards her-

*Click*

The intense gravity fell away as a metallic collar clasped onto the swordsgirl's neck. "Sorry, young lady." The Freelancer said as he walked over to place another collar on Levy. "But we can't let you be hurting people with that magic of yours."

"How did you find us?!" Levy shouted. But the Freelancer didn't answer. Lily growled at the sight of him.

"Excellent work, Captain Flowers." Said Mirajane Rheas as she approached the prisoners. "Not only you captured the Earthland wizard, but you captured Pantherlily, the Fallen Exceed that betrayed his world."

"M-mira?" Levy gasped.

"Hmm," Mira looked at them with a bored expression. "I heard these were Fairy Tail wizards. But they don't look like any of Edolas Fairy Tail's."

"Sometime counterparts are different physically, giving us more mystery." Captain Flowers explained cheerfully. "The blue-haired girl is the female version of Levi Macrosen, the Mechanical Heretic. The little one is similar to Kagura Harukomag. And the young man is the male version of Gajeel Rosavulpe, the freelance reporter. Of course the latter has no relation to my organization."

"Freelancer…" Kagura gasped, then glared furiously at Captain Flowers. "You're the man that hurt Laxus!"

 _Laxus?_ Mira thought in shock and recognition.

"I'm deeply sorry for that," Flowers replied. "But like Pantherlily-san here, Laxus was a terrorist of Edolas, and it was my responsibility to deal with him."

"Don't bother talking to them, Flowers." Mira said to him. "Take them away!" The soldiers saluted, and began dragging the three Earthlanders and Lily away.

"Mira, stop!" Levy shouted. "It's us!"

"Carla!" Kagura called out.

"Kagura!" Carla shouted as she ran towards her charge, but she was forced to stop when Mira and Flowers stood in front of her.

"Mighty Exceed," Mira said. "We are glad to free you from these heretics." And soon the soldiers knelt to the ground, followed by the two captains. All of them bowed to their knees to Carla.

"Welcome home, Carla-san." Flowers said. "And congratulations on bringing these terrorist here."

"She… helped them..." Levy gasped. "She betrayed us…"

"That's not true…" Kagura protested. "Tell them, it's not true, Carla!"

But her partner, frozen with a mix of shock, confusion, and guilt, did not even budge.

 **Just who is Carla really? That's the question…**

 **Kagura: She just went and betrayed us…**

 **Wendy: Don't worry, Kagura-san. It'll be explained later on.**

 **Gajeel: Salamander, why would ya think my other self was a cross dresser?!**

 **Natsu: Hey! I'm not that stupid!**

 **Natsu, you thought Mary-Hugh was a crossdresser.**

 **Natsu: Cause I thought she was Edolas Hughs!**

 **Erza: There's still the mattere of those characters you brought in.**

 **Oh yes. To clarify, I do not own Captain Flowers and the four soldiers Kagura duped. Those guys belong to another show. Take a good guess which one.**

 **Well, let's leave it at that. Anyway, I'll see you all next week in Extalia. This is DigiXBot signing off.**


	47. Carla's Mission

**Hey folks, remember to read the end of the chapter for an important announcement.**

 **Well amigos, look like things been going well for Fairy Tail and this story. I now have at least 100 favorites and 200 reviews. Makes me wonder how much I'll get when the story's finished. Not only that, but Natsu's gonna be on Death Battle facing against Ace from One Piece.**

 **Gajeel: Look's like it's Fairy Tail vs One Piece, round two.**

 **Natsu: I'm all fired up! I can take down that Ace guy!**

 **I'm placing my bets on you, Natsu.**

 **Speaking of favorites, I want to thank nanachi60, demonicKitsune2, and Teomri27 for favoriting and following Alternate Tail. I also want to thank Fin-Fin Jun-Tenshi, phantomwolfblue, Sir Something, OneWhoCharms, Ray Akaba 210, and demonKitsune2 for their reviews. First, congratulations OWC and Sir Something for correctly guessing that Captain Flowers comes from Red vs Blue. Let's just say he won't be the only character coming from there. And yes, Sir Something, I am watching the new season. Let's hope the current mystery will be solved soon.**

 **I'm also glad that RA210 and Fin-Fin enjoyed Edolas Gajeel.**

 **Gajeel: Seriously, why my other self had to be a chick?**

* * *

 **We got Happy's big debut, so he'll get the honor of the disclaimer.**

 **Happy: Aye sir! DigiXBot does not own Fairy Tail. He also doesn't own characters from Red vs Blue.**

 **If I did, I would Happy try another way to woo Carla, and she would accept.**

 **Happy: Why another way? Fish is the best way to a woman's heart.**

 **...I won't even try to respond.**

* * *

 **Carla's Mission**

" _Welcome home, Carla-san." Flowers said. "And congratulations on bringing these terrorist here."_

" _She… helped them..." Levy gasped. "She betrayed us…"_

" _That's not true…" Kagura protested. "Tell them, it's not true, Carla!"_

 _But her partner, frozen with a mix of shock, confusion, and guilt, did not even budge._

* * *

Orange eyes stirred open and took in the damp cell. Lily looked around and saw that his cell was a near void room with no windows and a single steel door. He attempted to move, but saw that his hands were tightly chained to the walls while his feet were tied down to the floor.

"Ah, you're awake, Pantherlily-san." He looked forward and saw Captain Flowers.

"Allow me to give proper introductions." The Freelancer said. "My name is Captain Butch Flowers. We'll be talking often."

"And your codename…" Lily growled back. "As an agent of Project: Freelancer."

Flowers laughed. "Nothing get's past you, does it? Though if you want to know, it's Agent Florida. Named after one of the south-eastern territories of Edolas."

"Where are my comrades?"

"Straight to the point as well. Well, the dragon slayer is receiving warm treatment. Not surprising, given his value…"

* * *

"Raarrgh!" Byro and Hughes continued to watch Gajeel roar monstrously and struggle violently from the chains tying him to a large slab of rock with a dragon marking on it.

"That dragon is quite the violent one, huh." Byro chuckled as he set up equipment nearby. "At least those Titanium chains will keep him tied up."

"They did try to kill our men hours ago." Hughes noted, then looked straight at the chained dragon. "Try to be more grateful. You get to outlive your friends."

"What do you mean?" Gajeel snarled. "If you even lay a hand on any of them- Rahh!" He screamed as hundreds of volts were coursed through his body when Byro stuck him with a baton.

"Keep down." Byro ordered as he cackled. "Power sources shouldn't be talking."

* * *

"... The young human girls on the other hand… we manage to gather as much of their magic as we could. I'm sorry to tell you this, but most likely they'll be executed."

* * *

"hh!" Levy and Kagura, with the original collars removed and their arms bounded together by large cuffs, were thrown roughly into a cell.

"Sorry about that." Sugarboy half-heartedly apologized as he closed the cell's door. Both girls glared defiantly.

"Where are Gajeel and Lily?" Levy questioned coldly. Sugarboy

"Hmmm," The captain placed a finger to his chin in thought. "We still have need of the Dragon Slayer's magic. As for the Fallen, once we get the answers his Majesty seeks, he shall be executed. And you two shall join him shortly"

Levy choked upon hearing this. "No…"

"What about Carla?" Kagura asked.

"Hmm, you mean the younger Exceed."

"She has a name!"

* * *

Lily growled at Florida's statement. "Leave them out of this. They had no part in destroying the Animas."

"I wish we could, but they are guilty by association with you."

"And what of Carla?"

"What's there to say, Pantherlily-san. Since Carla-san completed her mission, she shall be welcomed back to her people."

The Exceed was confused until he remembered Carla's words:

* * *

" _First, since I am returning to Edolas, in short I am abandoning my mission."_

* * *

"You're wrong." Lily countered. "Carla had abandoned her mission before arriving here."

Florida only chuckled. "If that's true, then why are you our prisoners?"

* * *

Outside in the royal city, the citizens continued to be carefree as the excitement from yesterday's event still carried on. The Royal Army soldiers continued to stand as sentries between the populace and the massive Lacrima.

One of the soldiers suddenly turned away from the Lacrima, and then saw a young woman leaning against a marble column as she wrote on a notepad.

Gajeel looked up from her notes and saw many soldiers surrounding her with their spears aimed at her.

"What are you doing?" One of the soldiers interrogated.

Gajeel simply tilted her hat up and smiled gently at them. "I should thank you all for your hard work."

"Answer my question."

Gajeel chuckled. "I'm only a reporter that came here to cover the story. Say," She began. "I noticed that his Majesty has assigned soldiers to the northern side of the city. Is it safe to assume that they are soldiers on the south side as well."

Everyone was silent for a few seconds before the lead soldier said sternly. " Ma'am, I am asking this once: leave."

The reporter laughed as she walked away from them. "Sorry for disturbing you. Won't happen again."

"Good." And soldiers returned to their post. But if they stayed a second longer, they would have seen a devious smirk.

* * *

Nearby the Lacrima was a massive tower. And right on the balcony of its highest floor were two cloaked figures.

"With this crowd, there's no way we can attack now." Natsu groaned.

"They'll just get hurt once the soldiers fight back." Lucy nodded sadly. She then looked down and saw Gajeel among the crowd, who looked back at them and smiled reassuringly.

* * *

Brown eyes slowly opened as Carla rose from the massive, plush bed. She looked around and saw she was in a luxurious bedroom.

"Where am I?" She asked. "And where is Kag-" She stopped when she remembered the night before.

"That's right." She let out painfully. "The information was a trap. I let my friends be captured." She gripped tightly to the sheets as tears build up in her eyes. "I failed to protect her..."

Suddenly the door to the chamber was pulled open, and entering was a pudgy yellow Exceed similar to-

"Meow!" The Ichiya-double said. The Exceed crossed his arms over his black shirt, red apron with a sun, and brown military pants. "You must be the Exceed that completed her mission. I can tell from that parfum of success."

"Ichiya?!" Carla questioned, then squinted her eyes. "No, you must be his Edolas-counterpart..."

"Hmm, what do you mean?" The Ichiya-Exceed asked.

"Sir Nichiya," Entering the room was a black furred Exceed with an elongated neck, and wearing a black shirt with a pink tie underneath. Strangely, his right arm was continuously pumping up and down. "It has been years since she was in Edolas. So many years since meeting a proper Exceed."

"'Proper?'" Carla muttered curiously under her breath

"Of course." Nichiya nodded. "I understand now, men." He faced Carla and gave another pose. "I am Sir Nichiya, the head of her Majesty's Royal Guard!"

"And I am Sir Nadi, the Minister of State." The black Exceed said. "Congratulations on your mission."

"Hold on-" Carla was about to speak.

"I'm afraid that time is of the essence. It is time you meet the Queen." The two older Exceeds left the room, leaving Carla alone.

She remained frozen on the bed before shaking her head. "I need to be strong," She said to herself, though with not much confidence. "If I meet with their queen, perhaps I can negotiate for the others' release." She got off the bed and hurried to follow the two.

As they exited the room, Nichiya nodded to the two gray-furred Exceed guards standing by the door. "Good work, men."

"Meow sir."

"I hope you're excited." Nadi said to Carla, his hand pumping faster and faster. As they exited the building, the younger Exceed was overwhelmed by the sight.

It was an entire populated by Exceeds. Exceeds of all shapes, age, color, and clothes were everywhere.

"It was a caterpillar this big!" She overheard a young Exceed, who she guessed was a teenager, bragging to a group of other Exceeds.

"That's ridiculous," An orange-furred Exceed said to the youth. "No caterpillar can grow that big!"

"And so," In another part of town, she saw an old Exceed speaking to an outdoor class of younger Exceeds. He held a paw-ended pointer to a blackboard with a drawing of a cat paw extending to three human stick figures. "All the humans, even the King, are managed by the Exceeds."

"Oh, it's Sir Nichiya and Sir Nadi." A female Exceed said as she the three walked by. A crowd of Exceeds then watched at the group, particularly at Carla.

"Is that her?"

"She's the one that finished her mission."

"All by herself too." Carla paid no mind to them, continuing to face the ground in guilt.

"Welcome, Carla." Nadi said, not noticing her pained expression. "To Extalia, the Kingdom of Exceeds."

In a short distance from the group, a young Exceed wearing a cloak was speaking to a middle-aged shopkeeper by a fish market.

"That's one, two, three, four ears of corn." The younger Exceed handed the corn to the other one with his blue paws.

"Thanks, Happy." The older Exceed nodded as he accepted the corns and handed the younger one a basket with three fresh mackerels. "Those corns will make some tasty popcorn later."

"Aye, sir!" Happy replied cheerfully as he accepted the back. His mouth filled with water at the sight of the fish, but he shook himself out of his hunger state. _No, Happy! They are for all of us!_ To keep himself from devouring the mackerels on the spot, he looked around, and that's when he saw _her._

The beauty he saw had thin, neat white hair. With her small triangular eyes, her chocolate brown eyes, and her angelic face, Happy was easily entranced.

 _Wow._ His mind thought as his heart threatened to burst from his chest. But as he continued to look at her, he took notice of her pained expression. He faced the market man and asked "Hey, do you know who she is?"

The older Exceed looked at him in shock. "Have you've been living under a rock? That's one of the Exceeds who completed the mission."

"The mission?" Happy asked in awe. The other nodded, but he was shocked when Happy frowned. "So why is she sad?"

"Huh?" He took a look at the white Exceed's face. "Oh yeah. I guess she looks a little down. Nice eye ki-" When he looked back, he saw that Happy had vanished. But they spotted the blue Exceed secretly following the girl as she was escorted by Sir Nichiya and Sir Nadi to the royal palace. "That can't be good."

* * *

"We are glad to get you away from those heretics," Nadi said as they approached the entrance to the palace. "especially that Fallen, Pantherlily."

"Yes." At this Carla scowled. "Why is he referred to by that term?"

Nadi and Nichiya looked at each other before Nichiya spoke. "Ah yes, Pantherlily-san. He was once a proud member of Extalia, and one of its finest soldiers under my guard, with a noble parfum. But," He made another pose with a frown. "The noble parfum that lead to his rise also lead to his downfall."

"You see," Nadi continued. "Pantherlily, for some reason, saved an injured human boy. And then he brought him here to help that child, who was a human, I remind you." He said this in a scandalized tone. "And for viewing humans as something greater than they are, he was banished from Extalia forever."

 _So he was exiled just for giving a damn about humans._ Carla thought as they entered the palace past two guards.

But after they entered, one of the guards felt a sting on the side of his head.

"What's wrong?" His partner asked.

"Something hit me." As they looked to their left, a blue blur cleverly got past them.

* * *

Back in the royal city, the sounds of drums reverberated as soldiers tap their small frame drums while guiding six men covered head to toe in green ceremonial robes. The crowd became more excited as they sensed the extraction process was coming soon.

Meanwhile, Gajeel was walking towards one of the Royal Guards, who was busy watching the approaching men.

"I see that the ceremony is about to begin." She noted.

"Mm hmm." The soldier nodded absent-mindedly. "Things will be much better once we have all that magic."

"Hmm, this is the south side of the plaza." The reporter began. "Is it safe to assume that security in the eastern and western side is as tight as it is here."

"No. But that's only because there isn't enough room for anyone to hide there."

"Interesting." Gajeel mumbled.

The soldier stiffened and turned to her quickly. "Please don't write that down! I'll get in trouble!" He begged.

Gajeel gave a bell-like laugh. "Don't worry, I know what's appropriate and what's not appropriate to put in the journal." She tilted her hat. "I am a fair journalist, you know."

"Y-yeah." The soldier blushed. "Thank you."

Gajeel walked away through the crowd. _The north and south side of the plaza are heavily guarded, but just north of the south side is undermanned. And from what my sources told me, the ceremony is being held south of the lacrima._ She looked back to the tower and tilted her hat to the two wizards above. When she knew she had her attention, she turned back to the Lacrima, then pointed to the west.

Nastu and Lucy looked and the smaller amount of soldiers there, then saw Gajeel moving through the crowd once more.

"Look's like it's about to begin." Lucy said, placing a hand to a ring of keys on her waist.

Natsu smirked. "Great. I'm all fired up, now!"

* * *

"Humans are nothing but an inferior and foolish species." Nadi continued explaining to Carla.

"They have such a terrible parfum." Nichiya added, waving at his nose at the thought.

"So it is up to our Queen to monitor them…"

"She has a wonderful parfum!"

"For example, if the human population became too large, the Queen decides who is not needed," His smile easily disturbed Carla, as well as a certain other hiding from their sight. "And kills them. After all, it is the best way to preserve the magic that is running out. She not only monitors the ones in Edolas, but also in Earthland."

"How can one Exceed have so much power?" Carla asked in shock.

Because our Queen is above the rest of Exceeds." Nichiya said proudly. "For she is a goddess!"

* * *

On the south-west corner of the plaza, two cloaked Fairies remained hidden in the crowd, waiting for their new friend to give the signal.

* * *

"And it was that goddess that sent me," Carla let out. "Sent the 99 Exceeds to kill the Dragon Slayers. As said by the information imprinted into me when I was an egg."

Happy swallowed as he remained hidden. _Kill them? I knew about the mission, but she can't be any older that me. And why would someone that pretty be involved with stuff like that..._

Nadi and Nichiya looked at each other in confusion of Carla's statement for less that a second.

"But it failed!" Carla shouted suddenly. "I only found two Dragon Slayer, Gajeel Redfox and Natsu Dragneel, yet I did not kill them. Furthermore, when I hatched, I was not by them or any other slayer, but by the Cait Shelter guild. How was the mission a success?!"

"Memory loss, perhaps?" Nichiya said to Nadi.

"Yes. It was an expected outcome from the overwriting…"

"Answer me!" Carla demanded.

"Let me explain." Nadi began. "Six years ago, the queen planned to send a hun- ninety-nine Exceed eggs to Earthland. Once you hatched, the information imprinted would be used to locate and identify a Dragon Slayer, and then kill it.

"But sixty years ago, a group of Edolas scientist discovered Earthland with the Anima project, long after we Exceeds had of course. And sixs years ago, the king recreated the Anima's to capture magic from Earthland.

"So instead of killing the humans of Earthland, who possess internal magic as we do, we decided it was better to use them as power sources. And what better power sources than the Dragon Slayers, who had the most magic. Which is why we changed your mission, to bring the slayers here."

* * *

Kagura held her bound hands to her mouth, hyperventilating and hoping to wake from this nightmare. Levy was equally as horrified at the news.

"I'm afraid I am telling you the truth." Sugarboy said. "That Exceed had no care for you. Her only purpose was to bring that Dragon Slaying power your roughneck friend possess."

"No…" Kagura denied. "Carla wouldn't…"

* * *

The roar of the crowd and the tempo of the drums increased as the ceremonial men made a semi-circle around the Lacrima, then raised their staffs at it. Both the tip of the staffs and the lacrima began to glow brightly.

"We're running out of time." Lucy hissed.

* * *

Carla fell to her knees, equally as horrified by the revelation.

"Hmm, it seems that the long-range overwrite didn't reach her or the others properly." Nadi observed.

"But it went well." Nichiya said. "You brought us a Dragon Slayer, and you even captured the traitor Pantherlily."

"We'll leave the magic extraction to the humans. They are much better at it."

"You're… you're wrong…" Carla denied tearfully. "We came here at our own choice…"

"Incorrect," Nadi replied. "You came to carry out your mission."

"To save our guild… I led them underground…"

"You did not notice. I was the one leading you there."

"But… I landed by Kagura. I vowed to protect her… so I can avoid that faith…"

"That was part of the plan. With the Fallen allied with Redfox, we couldn't use a direct contact. Knowing that Kagura girl would join Fairy Tail, the Queen sent your egg there and installed into you a protective nature towards her so that you can bond with her and follow her to Fairy Tail."

 _What's wrong with them?_ Happy thought in rage. _Can't they see they're making her cry more!_

"This can't be!" Carla completely broke down, tears racing down her face. She covered her ears, hoping that blocking the news out she would escape this revelation.

"All your actions, were according to your orders." Nichiya said.

"Why…"

But suddenly, Nichiya was knocked down onto his back as a mackerel came out of nowhere and slammed into his face.

"Meeeeen!"

"Sir Nichiya!" Nadi called out as he checked on his co-worked. But he so distracted that he didn't see a blue bur running at them and pulling Carla away from them.

"Come with me if you don't want to be sad!" A young voice shouted as it lead the tearful Carla away from them.

"What was that?" Nichiya gapped at the sight.

"I don't know." Nadi said. "But if Carla was contaminated by those filthy Earthlanders and that horrid Fallen… away from us she could cause a rebellion!"

"Oh, meeeen!" Nichiya roared. "We must captured them!"

"Both?!"

"Any Exceed that aids a Fallen is thereby known as a Fallen as well! All royal guards, apprehend them!"

* * *

 _We gotta get moving._ Natsu growled in his head. _But it's so crowded in here._

In another part of the crowd, Gajeel pulled out a small device from her jacket, then moved a few feet forward.

"Hey," A civilian asked her. "What's that for?

Gajeel just smiled back. "Oh, this old thing. Just some fireworks for the magic extraction." She held it into the air. "Here's a demonstration!" She grasped tighter on it, and the device released a beam of gold energy upwards that burst apart.

"Ohhh!" The crowd said in awe.

"What the-" A soldier said. "No one said anything about fireworks." Two cloaked figures heard this, and looked up to see the burst had formed into an 'N'.

"Moe, one letter's not enough." Gajeel moaned, then smirked as she pulled out four more. "Then let's add some more!" Pulling some more, she released another set of bursts that became 'O', 'R', 'T', and 'H' respectively.

"What's going on?!' A soldier shouted as he spotted the word in the sky.

"Men!" A gruff voice said. "It must be a signal that an attack is occurring at the Lacrima's north side!"

"The north side is undermanned!" Another soldier shouted.

"You push the crowd back!" His neighbor ordered. "I'll take some men to the other side to defend!"

"Yes, sir!" As his comrade and a few others left, he held his staff horizontally and shouted to the crowd. "For your own safety, move back now!" All of the crowd complied, except for two figures.

"Now it's our turn." One of them said as she pulled out a golden key.

"Hey! You two get moving!" Suddenly the two figures pulled off their cloaks.

"Fairy Tail wizards?!"

"Open, Gate of the Maiden:" Lucy shouted as she turned her key in the air. "Virgo!"

The pink haired maid appeared from thin air. "Yes, princess?"

"Let's take them down!" At this Lucy pulled out her whip and used it to ensnare one of the soldiers before throwing him to the side, while Virgo tackled down two more.

"Natsu now!" The blonde-haired mage shouted.

"Yosh!" Natsu leaped into the air with his hands above his head. _That Mystogan guy might be a weirdo, but he made it clear it's up to me to do this!_ "Fire Dragon's Brilliant Flame!" To the shock of the arriving soldiers, a massive sphere of fire appeared between his hands, before Natsu threw it into the Lacrima.

The Lacrima then began to absorb all of the fire before releasing a massive white glow that swallowed the plaza. As Natsu landed to the ground, he and Lucy looked in shock as the light began to fade away.

"No way..."

* * *

Carla glanced at her 'rescuer' as they ran from the royal guards, who towered over them at twice their height. "Who are you?!"

"I'm- ahh!" They quickly jumped to avoid a sword slash, and then duck and burst away from two more. "I'm Happy!"

"You don't seem to be."

"No, my name is Happy." They made it out of the palace and headed through the confused crowd.

"Aren't those the heroes from before?" One citizen asked.

"Get out of the way!" Happy shouted, and the citizens easily complied when they saw Nichiya and the Royal Guards pursuing the two.

"Get back here! Meeeeen!"

"Quick!" Happy shouted as they turned a corner. "Hide in there!" The two jumped into a cart of hay as the Royal Guards ran past them, which caused one of the two blocks holding back the cart to be knocked off.

Nichiya came later, huffing from exhaustion before collapsing to the ground and knocking the other block away. "Heh, I must, heh, keep going. I'm still, heh, a young stallion!"

Suddenly the hay cart started moving downhill, rolling over Nichiya before falling down a flight of stairs.

"AHHHH!" Carla and Happy screamed as they rolled out of the city limits. The shaking caused Carla to be tossed out.

"I got you!" Happy managed to grab her hand and held tightly. "We need to fly out!"

"What?!"

Soon the cart fell off a steep cliff, then collapsed hundreds of meters below onto the rough grass.

"That was close." Happy sighed as he held to a shell-shocked Carla, flying in the air with two white wings on his back with his cloak gone. With it gone, it was revealed he was wearing brown slacks, a tan shirt, and a green bandana around his neck. "Are you okay?"

"Yes." Carla replied as he flew them to the ground below.

"Um," Happy began shyly as he deactivated his wings. "I- I didn't get your name…"

"It's Carla." She replied half-heartedly. Her eyes suddenly widened as she looked behind Happy and, seeing past the edge of the ground they were on, saw a massive floating island with a mountain-size amount of blue Lacrima crystals. "The Lacrima!"

"Oh yeah." Happy smiled. "That's the big Lacrima the humans got from Earthland."

"It's also everyone from Magnolia." Carla added bitterly. At this the blue Exceed looked at her in shock.

"What?! That Lacrima used to be people?!"

Carla paid no mind as she looked down the edge of the ground. "And there's the Royal City. Extalia is certainly high above them." Indeed the Royal City was at least a mile beneath them

"Well, at least you can fly down." Happy said optimistically.

"I can't…"

"Eh?!"

"Kaah!" Both shook, Happy more so, as they turned around and saw a white furred Exceed with black facial hair surrounding his mouth, a black unibrow, and a straw hat over his head. He wore a yellow shirt, a blue vest, and brown slacks, and was currently wielding a plow.

"Happy," He asked the blue Exceed. "You're not suppose to be back for another hour. Wait," He squinted his eyes at Carla. "Is that the Fallen they were talking about. Kaah! Why would ya bring her here?!"

"Those Royal guys were making her upset, pa!" Happy explained. "I had to get her out of there!"

"Kaah!" His father was about to argue when he heard marching above the cliff behind them. "Keep searching!" They heard Nichiya ordering his men. "The cart rolled around here."

"I should leave." Carla said as she walked away.

"Carla, wait!" Happy called out.

"Kaah! Missy you better get off my field," Happy's father shouted. "and into our home!" He pointed to a small cottage a few meters away. "That goes double for you boy!"

"Really?" Carla and Happy asked, with the former confused and the later ecstatic.

"Kaah! Quick diddle-daddling already and get moving!"

* * *

Much later, Carla was sitting in the cottage at a dining table with Happy and his father while Happy's mother, a blue, plump Exceed wearing a white dress and a green-head scarf, brought a plate of fish for the four of them.

"Trouble with the kingdom? I see." Happy's mother said. "Well, you're than welcome to stay as long as you need to, Carla."

"Thank you, Miss Marl, Mr Lucky." Carla thanked politely. Marl placed the plate on the table, and Happy was about to grab a fish when Lucky slapped his hand away.

"Kaah! Wait for the guest to eat first!"

"Aye, sir!"

"Our family doesn't conform with the rest of the kingdom. So we were exiled long ago." Marl explained.

"Kaah! Don't go telling her about that!" Lucky shouted.

"Okay, okay." Marl replied in a joking tone as she sat down at the table. The four then took a fish each and began to eat

"Again, I thank you." Carla said to the older Exceeds after eating. "You put yourself at risk by taking me in…"

"Well, I couldn't just leave you with those jerks." Happy said cheerfully.

"Kaah!" Lucky suddenly shouted. "Happy, we got a lot of work to do after lunch!"

"Aye, sir!"

* * *

Much later Happy and Lucky were plowing the field outside the home. As they work, Happy stared at the massive Lacrima, spotting three figures.

"Kaah!" Lucky's shout startled the younger Exceed. "Try to be focus on the farm work."

"Hey, pa," Happy began, then pointed at the Lacrima. "What do you think those soldiers are up to?"

* * *

On the Lacrima island, two soldiers in armor similar to Agent Florida were standing guard. One wore a white armor with black trims, while the other wore a grey armor with yellow trims.

"Hey." The white armored soldier said in a sophisticated tone.

"What?" The grey armored soldier replied with strain patient.

"Do you ever wonder why we're here?"

"No, Wyoming, I don't."

At this Wyoming chuckled. "Honestly, Washington, you've become so dull since that incident. You used to be the comic relief of the joke."

"Well, things change, okay. Let's just stick to our job."

"...Harsh."

"Hey assholes!" Approaching them was a woman wearing an orchid armor with green trims. "Anything interesting happening?!"

"Nothing much, Agent South Dakota." Wyoming replied. "Only that those Exceeds now have a new member."

"Yeap, a new white boy." Washington. "I didn't know Exceeds can reproduce that fast."

"...That one is a girl."

"Oh."

"Ugh!" South groaned. "Why are we even doing this?! We're some of the best soldiers out there, and a hell of a lot better that those suck up captains like Rheas, and here we are guarding a giant fucking Lacrima! It's not like a dark guild like Fairy Tail can fly up!"

"We have a job, South." Washington replied sternly. "That's just how it is."

* * *

"Well, they were talking yesterday. They're clearly talking today. So tomorrow they'll be talking too." He then faced Happy. "Kaah! Get back to work!"

"Aye, Sir!" And the two plowed as fast as they could.

* * *

After an hour of chores, Happy sat next to Carla while the two drank some lemonade. "So you really were in Earthland?" Happy asked her. When Carla nodded, he continued. "What's it like?" He blanched. "I mean, if you want to talk about it..."

"It's fine." Carla replied. "Earthland was a world where magic was nearly infinite. Humans were even able to have magic in their bodies."

"Wow." Happy said. "Sounds amazing."

"It's seems that you want to go."

"Aye, sir." Happy nodded. "I always wanted to see beyond Extalia. There's a whole world out there." The two were silent before Happy asked "So who gave you your name."

"My… friend Kagura, gave me that name. She had the power to control gravity. She often got into trouble, but there was no one else I held so dear. I felt that my purpose here was to protect here. But now a days, I'm not so sure"

"It seems that Kagura means a lot to you." Marl said as she came over.

"I know it sounds strange," Carla replied. "A human and Exceed being friends…"

"I think it's amazing. It shouldn't matter if your friend is Exceed or human. We may look different, but our feelings towards each other inside are still the same."

"Feelings?"

"Our feelings of friendship towards each other."

Carla's face still remained downtrodden. "My feelings, they feel as if they were made by someone else than my own. Right now, I can't even tell if I'm the one speaking these words…"

"Of course they're your words. I can tell you want to find your friend Kagura again, and those feelings are real enough for that. You may seem lost right now, but you'll be okay someday. Besides, you do have a handsome knight sitting right next to you."

"Ma!" Happy protested with his face blushing in embarrassment. _Me being Carla's knight? If only..._

"You'll find your heart one day. Or rather, you already have it, and all you need to do is to realize it and trust in your feelings."

At this Carla smiled. "Thank you. You know, Marl, you're different."

"Is that so?" The older Exceed smiled back.

"All the Exceeds I met in Extalia see themselves as 'angels.' They see humans as a lower race."

"To be honest, I was once just like them." Marl admitted. "But that change thanks to Happy. When the Queen began her dragon assassination plan, she gathered 100 eggs, including the one that would become Happy." At this her son's eyes widened.

"My husband and I opposed to this. We were able to get Happy back, but at the cost of all three of us being exiled. On the day that Happy hatched, I realized that we weren't angels or gods. We were just parents with children for whom we would do anything to protect. After that, humans and Exceeds, the differences between them no longer mattered.

"I made sure Happy knew of this." At this Happy smiled. "And while my husband may be loud, he also shares the same beliefs."

"Kaah!" Lucky shouted as he came into the cottage. "Don't go telling her about that!"

"Oh, you." Marl smiled as she shook her head.

Carla then got up. "Happy, Marl, Lucky. I thank you for your hospitality. But now I know what I must do! I'm heading down to the Royal City to rescue Kagura and the others!" She then ran to the edge of the floating island.

Happy stared as she ran off, a sense of longing present in his eyes.

"Kaah!" Lucky's sudden shout startled him. "What are ya waiting for? Go after her!"

"Huh?"

"It's alright, Happy." Marl said. "It's clear your path and Carla's are intertwined. This is your choice, after all."

Happy nodded determinedly. "Alright! I'll see you soon!" He then ran after Carla.

"Be careful!"

"Kaah! Better come back in one piece!"

Carla was heading close to the edge when she saw Happy catching up to her. "Happy?"

"I know that Kagura and the others mean a lot to you. That's why I want to save them too!"

Carla smiled. "That's good!"

"Just leave it to me to get us down!"

"No need." At Happy's confusion she continued. "I managed to realize my heart, and therefore my power!"

 _We are Exceeds, the only beings in Edolas with built in magic. The reason I couldn't use my magic wasn't just because I wasn't used to Edolas, but because my heart was trapped in doubt and fear. But know that I recognize the shape of my heart,_ two white wings came from her back as she took flight. "I can now move forward!"

"Awesome!" Happy said as he activated his own wings and flew next to her.

"Are you ready for this?" She asked. "It's not going to be easy. We'll be facing two entire kingdoms

"Aye sir! I'm ready for anything"

Carla smiled. "Then let's go!" At this the two flew straight down to the Royal City, ready to fly into the future.

 **Awesome, looks like Carla's ready for the next stage with Happy on her side.**

 **Lucy: So in this timeline, Happy was raised by his parents.**

 **That's about it.**

 **Happy: Wait, those were my parents?!**

 **Carla: Well, of course they were Happy. It was quite clear.**

 **Marl: Sorry for not telling you sooner, Happy.**

 **Lucky: Kaah! Just be glad you know now!**

 **Happy: Wow! I got parents!**

 **Gajeel: Huh, I didn't expect those Freelancers to show up. Kinda thought the Red's and Blue's would be appearing.**

 **I was going to do that. However, since we know who'll be facing them in the later chapters, I figured I should go with someone that'll give a read fight against that one Dragon Slayer.**

 **Wyoming: Oh, don't worry. We'll give that Slayer a real challenge.**

 **South: We're a hell of a lot better than those Sim Troopers.**

 **Washington: Didn't both of you lost to them?**

 **South: They were lucky that time! And I was fighting the damn Meta!**

 **Anyway, I have an important announcement. As anyone in college could guess, my finals are coming up. Which means I'll need to devote more time to studying. Because of that, I'll be taking a three week hiatus until May 9th.**

 **Gajeel: Alright! We get a vacation!**

 **You could at least sounded a little bit upset. Anywho, I'll be back to posting once my finals are over. Until then, see you, not so soon!**


	48. The Eve of the Edolas Revolution

**Hey guys! After two grueling weeks of final projects and final exams, I have returned! The glory of this story shall continue!**

 **Levy: I think you should rest a bit first.**

 **Not while I'm on a roll here! Anyway, I want to thank Obsydian Mirror and deadlykiss1995 for favoriting alternate tail. I also want to thank Fin-Fin Jun-Tenshi, dcalu2001, OneWhoCharms, Ray Akaba 210, and Earth Dragon Arnighte for their reviews. By the way, thank you OWC and Ray for your encouragement.**

* * *

 **Alright, things are going to get real. Mira?**

 **Mira: Not a problem. DigiXBot does not own Fairy Tail. Also, from now on, if two counterparts with the same spelt firstname are in the same scene, they will be referred by their last name.**

* * *

 **The Eve of the Edolas Revolution**

" _Awesome!" Happy said as he activated his own wings and flew next to her._

" _Are you ready for this?" She asked. "It's not going to be easy. We'll be facing two entire kingdoms_

" _Aye sir! I'm ready for anything"_

 _Carla smiled. "Then let's go!" At this the two flew straight down to the Royal City, ready to fly into the future._

* * *

As Porlyusica stood outside her home, she gave a stern glare at the emptiness in front of here. A clear border between the unaffected portion of the forest and the barrenness caused by the Anima was visible.

"Humans and their greed," She muttered to herself. "It's remarkable at the damage it can cause. Though I was lucky that my home was outside the impact." Indeed, when the Anima hit Magnolia, she was just outside its sphere of influence.

She then headed back inside, where she saw Mystogan sitting on one of the cots and putting on his cloak over his body, covering his freshly bandaged right shoulder.

"You're heading back there, aren't you." She said, more as a statement than a question.

The blond nodded, his gray eyes showing his determination. "I'm already feeling better."

"That freelancer stabbed a hatchet into your shoulder." The healer argued. "You were lucky that Kagura girl managed to pull it out without causing further damage. Of course that doesn't matter with you wandering about like a maniac."

"I was able to find Levy, Natsu, and Lucy."

"And I was able to get to you before you died of blood lost." She sighed. "How would you even get there?"

"I can already sense other Animas." The counter-Laxus explained. "Probably made by Project Freelancer. If I can get to them, I can return back to Edolas." He glanced at Porlyusica as he placed his mask on. "You can head back too."

Porlyusica shook her head. "I've been here longer than my old 'home.' If you met that young assistant decades ago, she'll say yes. But not this old healer. I have no need of returning to a world where humans will fight until the last scrap of magic is gone."

Mystogan shrugged. "Worth a shot."

"Just hurry up and leave. You know I feel about humans."

Mystogan chuckled as he left her hut. _Kagura. Mira. Pantherlily. Everyone. Just hold on long enough._

* * *

 _7 years ago:_

" _What have you done, Pantherlily?" An ancient looking Exceed said. The giant of an Exceed was kneeling before the Exceed Queen and many of the government heads, including the ancient advising council. And in his arms was a blond-haired human boy, unconscious and with his forehead wrapped in a bloodstained cloth. What was most notable was the fresh lightning bolt scar over his right eye_

" _I found this boy in the desert." Lily explained. "Bandits were about to kill him before I've intervened. I've brought him back to -"_

" _Our law have forbidden bringing humans here!" The same Exceed argued. "You know this!"_

" _That boy," An old female Exceed gasped. "I recognized him from his christening. If he discovers who we are… he is in too much of a position to learn the truth of us!"_

" _So why was he attack by bandits?" Another elder asked in curiosity._

" _It doesn't matter. He must be removed-"_

" _No!" Lily protested. "Is keeping our secret worth this boy's life?!"_

" _He has a point." The third elder said. "If we treat him fast enough-"_

" _There is no exception! Our law is meant for the safety of the Exceed people!"_

" _But-" And soon the council was in discourse. Lily looked down in worry at the blond-haired child, then faced the Exceed Queen. She then rose from her throne, and spoke. "Enough-"_

* * *

"Wake up, Fallen!" Lily was shook awake when his head was slammed by a staff from a guard. He determined that his arms were bound by magic cuffs, while his mouth was sealed shut by a leather wrap tied around his lower head. Two guards were dragging through the hall.

"That's enough." Lily glared as he heard Florida walking behind them. "Try to treat our guest with a little respect."

"No offense, Captain Flowers." One of the guards argued. "But this 'guest' is nothing but a menace."

Eventually they arrived to the dungeon, and the guards roughly threw him into a cell.

"Lily!" The Exceed looked forward, and relief filled him when he saw Levy and Kagura in the opposite cell. "Why is his mouth sealed?!" Levy shouted at the guards.

"A Fallen's word is nothing but honey-coated lies." The cruel guard from earlier stated coldly. "Maybe if you knew that, you wouldn't be in a cell."

"We still would have gone after our friends!" Kagura yelled back.

"Shut it brat!"

"That's enough." Florida said sternly. "You are both dismissed." Both guards nodded and left, leaving the Freelancer with the prisoners. "Sorry about that. Some of the men are quite nationalistic about Edolas. And as for Pantherlily-san, protocols has to be followed."

"Why?"

"Pardon?" Florida asked Kagura, who only glared back.

"Why did you take our friends? Took all of Magnolia? Couldn't there be another way?"

"We're not like Earthlanders or Exceeds, we can't make our own magic." He turned around and left the hall. "But don't worry. They won't be another Earthland city taken against its will very soon."

"What do you mean?!" Levy yelled out. But he ignored her as he continued. Eventually, Florida climbed upstairs and reached a large meeting room, where the Magic War Division captains and Byro sat, alongside with King Faust at the head of the table.

"Sorry I'm late." He apologized as he sat between Mira and Sugarboy, who squirmed at his presence. "Had to drop off the Fallen."

"Anything?" Faust questioned sternly.

"Nothing. Pantherlily-san is difficult to break?"

"What were you asking him about?" Coco asked while she raced around the room, bringing reports to the gathered individuals.

"Partially I wanted to find the renegades that he and Laxus worked with, such as Agent Texas. But, primarily, I wanted to know who sent them?"

Mira rose an eyebrow "What do you even mean?"

"Something or someone sent those two on that quest, and somehow they knew where the Freelancer headquarter was, and that there was an Anima there." The Freelancer sighed, then continued in a cheerful tone. "Enough of all that. So what were you talking about?"

"I was explaining how the humans of Earthland can store and use magic," Byro explained. "In fact, compared to what Project Freelancer discovered, they have an even greater capacity than the Exceeds."

"Except the Fallen." Sugarboy mused. "You mentioned that his capacity was larger than the average."

"Their world is even more amazing when you look at their weapons." Byro pulled out Archenemy and the Musica sword from under his cloak and placed them on the table. "This blade the Fallen used can draw magic from him. Yet the sword that the little girl used can store and even draw magic from the air."

"Oh!" Hughes said as he grabbed the sword. "Talk about awesome."

"However, that sword can't release its stored power while in Edolas. But I made a special device that will let you use that power."

"Neet!"

"Speaking of that Kagura girl," Coco spoke. "She and that Levy girl can use magic, right?"

"From what Agent Florida's report said, yes." Byro answered.

"Then we should totally keep those girls alive and milk their magic out," Hughes suggested. "Same with the Fallen-"

"We cannot." Faust proclaimed. "By the orders of Queen Shagotte, all three must be executed."

"By the Queen?!" Coco gasped.

"Hmm." Sugarboy hummed. "We can't disobey the Queen."

"What a waste!" Hughes groaned.

"Besides, with our current abilities, we can't draw magic from humans quite yet." Byro explained.

"What about that dragon slayer you got chained up?" Mira questioned.

"Keh heh. He is still human, yet at the same not human. And with his ability to generate magic from eating iron, we'll one day be able to get a near infinite amount of magic."

"Awesome!" Hughes said as Coco cheered.

"You can begin your experiment immediately, Byro." Faust said. "But begin the extraction from the Earthland Lacrima in the city immediately."

"This is so cool!" Hughes said as he, Sugarboy, Coco, Byro, and Florida left the meeting room.

"You're excited." Sugarboy noted.

"What are you planning when we get more magic, Sugarboy?"

"Hmmm, I've always wanted to try magic surfing."

"Heh heh," Florida chuckled. "You kids have such an optimism. If you weren't captains, I'd pick you both up, give you a giant bear hug and make you call me daddy!"

"Thank goodness for chain of command." Hughes deadpanned.

"Oh, Captain Florida, could you say hello to Wash and the others up at the Lacrima?" Coco asked.

"You shouldn't be buddies with those Freelancers, Coco." Byro joked.

"But Wash is nice, and Wyoming tells good jokes!"

Mira was about to join them, when her king spoke. "Mirajane."

"Yes, your Majesty?"

I'm tasking you with killing the terrorist." He stated. "Since they are Fairy Tail wizards, I leave them to you."

"Of course. And about our Fairy Tail…"

"I told you before," Faust said sternly. " _their_ fate is based on the actions you take."

"... I understand."

* * *

"The Exceeds, the group Lily and Carla are a part of, are considered a race of angel-like beings in Edolas." Levy mused as she, Kagura, and Lily waited in their cells. "And their Queen, Shagotte, is considered a 'God.'

"Her word is absolute, and she regulates the humans. She can determine who dies just by declaring it." She looked at Lily and sighed. "I can't believe this is what Lily's people are."

"And Carla's." Kagura stated. She shook her head. "There's no way she's working with them!"

"You heard what they said, Kagura." Levy responded sadly.

"I won't believe it!" Kagura argued. "Carla wouldn't have betrayed us! Something else must have happened!"

"Stubborn, aren't you?" The two looked up and saw Mirajane Rheas standing above them. "Even after all the homework you did."

"Mira?" Levy said as the captain opened the cell's door and entered. "Is Gajeel's alive?"

"What about Carla?"

Please-"

"The Dragon-Slayer still breathing." She answered. "And the Exceed's alright in Extalia." While Lily remained stone solid, especially with the three soldiers standing in the hall, Levy and Kagura let out a sigh of relief.

"You guys are pretty calm, given what's going on."

"Yeah," Levy admitted sheepishly. "With your face, it's easy to let my guard down."

"What are you talking about?"

"It's just that your voice and face, is a lot like our Mira."

"You're talking about my Earthland self." Mira realized.

"That's right." Kagura smiled. "In our world, you're a member of Fairy Tail."

"What?!"

"You're strong, and brave, and a little bit scary. But everyone looks up to you. You're an amazing singer and cook, and you enjoy scary bad guys, and-"

Mira only scowled as she reached out and grabbed Kagura by her hair, causing the sword girl to scream in pain.

"Stop it!"

"Kagura!" Levy yelled while Lily shook in his binds and Mira dragged Kagura away, then snapped her fingers. A guard picked up the resisting Levy, while the other two forced Lily to his feet. The three forced their captives to follow Mira, who stopped and threw Kagura against the rails of an open hallway overlooking several floors.

"Listen clearly. I'm not your Mira. I am the Witch of Edolas. My mission is to hunt down and kill every Fairy Tail wizard."

"But you and our Mira wouldn't laugh at someone's pain!" Kagura cried. "And what about Elfman and Lisanna?!"

For a moment, the swordsgirl could have seen a bit of hesitation in the captain's face. But that hesitation vanished. "Any member of Fairy Tail, is automatically my enemy. No matter of blood. I decided that years ago."

At this Kagura trembled. _This can't be our Mira… she wouldn't say stuff like that!_

"Just leave her alone!" Levy cried out. "Mira wouldn't hurt a child, or an unarmed person! Mira would care for her family! You know this is wrong!"

At this Mira snarled, then glared at Kagura. "Maybe a demonstration will show you." She grabbed Levy at her dress with her gauntlet, then held her over the balcony.

"Levy-san!" Kagura cried as a soldier grabbed hold of her.

"Listen up," Mira said coldly. "I clearly enjoy causing pain. I don't give a damn how old or how weak my enemies are. You three are just another batch of fairies who wings to pluck.

"Don't." Levy said definitely with tears filling her eyes. "Don't say such things with Mira's face!"

Mira smirked. "Like that bothers me." And with that she threw Levy to the ground below.

"No!" Kagura screamed as Lily fought hard against the soldiers holding him.

Levy closed her eyes, ready to feel the pavement before when-

"Hang on, Levy!" She opened, and was amazed when she saw Carla and a blue-furred Exceed flying towards her.

"Carla?!" The Letter Mage's eyes widened at the sight.

"You came!" Kagura cheered, while Lily, Mira, and the soldiers looked in shock.

"I got her!" Happy said as he straight towards the falling girl-

Only to fly past her and crash into the castle wall, leaving Carla to catch Levy instead.

"Thanks." Levy let out, then looked at her savior in shock. "You can use Aera again."

"It was more of a matter with my heart that held me back." Carla explained as Happy flew up to them while rubbing his head.

"Sorry for missing."

"It's alright Happy." Carla said as she handed Levy to him.

"What the hell's happening?!" Mira questioned. "We received orders from the Queen to execute these three-"

"Those orders are retracted." Carla stated. "The three Earthlanders and the Fallen are to brought to Extalia."

"But even if you're Exceeds, you don't have the order to counter the Queen's order. So hand that girl over…"

"Your head is too high human." Carla said haughtily as she crossed her arms, then spread out her wings. "If you want authority, then recognize myself as Carla, the daughter of Queen Shagotte."

Everyone looked at her in shock, before Mira and the other soldiers bowed to their knees. "Forgive us, your Highness!"

Meanwhile, Levy, Happy, Kagura, and Lily looked at the scene, flabbergasted.

"Where is Gaj- the Dragon Slayers and the Earthland weapons?" Carla questioned.

"The Dragon Slayer is in the West Tower's basement." Mira answered. "The weapons are split between Byro and Captain Hughes."

"Release the Slayer, Pantherlily, and Kag- that girl to us. Then give back the weapons."

"But they are terrorists!" Mira protested. "Especially that Fallen-"

"Terrorist?! Pantherlily and Laxus were acting on the Queen's orders." At this a silence filled the area.

 _How-_ Lily thought.

"She sent them to shut down the Animas because they were becoming too unstable."

"But-" Mira was about to protest more when someone shouted "Mirajane!" She turned and saw Florida coming with a few soldiers.

 _That Freelancer!_ Carla hissed internally.

"We got word from Extalia!" Florida shouted. "Carla-san and the blue one are Fallens!"

"What?!" Mira shouted. But this news was enough for one to act.

"Ah!" One of the soldiers holding Lily shouted as Lily slammed the back of his head into him, causing the man to let him go. Lily then used full force to crash the other into the wall.

"No time for tomfoolery!" Flordia shouted as he pulled out a blaster and shot at Lily, who used his now-breaking magic-cuffs as a shield while charging towards him. In the chaos, Mira saw a white blur flying towards them, and reacted too late as Carla grabbed Kagura and flew away.

Lily managed to slam into Florida, causing them to fall over the balcony.

"Lily/Lily-san!" Levy and Kagura screamed. Mira ran to the balcony to look over the edge, only to be pushed back by the wind as Lily flew upward with two expanded white wings and one of his now free hands grasped around Florida's throat. He then threw the Freelancer into Mira, sending them crashing into the wall behind them.

"We need to move!" Carla shouted. Lily nodded as he ripped off the wrap from his face, then joined the two Exceeds and two human girls as they flew off.

Florida got up, then held out his hand for Mira. "You alright?"

Mira swatted it away and glared at the receding quintent. "Damn them… All soldiers! The prisoners have escaped! The black, white, and blue Fallen are Fallens! Find them and kill them!"

 _Those damn Earthlanders… thinking that they know me..._

* * *

"Thanks." Kagura smiled up to Carla as they flew towards the west tower.

"None of you are mad?" Carla asked. "It was my fault you were captured."

"No it wasn't. You didn't knew we would have been captured."

"Kagura believed in you the whole time." Levy explained, then frowned. "Actually, she was the only one that had. Sorry about that."

"I don't blame you for doubting me." Carla said.

"Still, you came back for us. Anyway, what was that about you being a princess? And Laxus and Lily working for the Queen?"

"Those were lies." Carla explained.

"... Well, at least it worked for a bit." Happy said, breaking the silence formed by the surprise.

"We can save pleasantries for later," Lily stated. "Right now we should rescue Gajeel and then free our comrades."

"That Mira lady said he was in the west tower." Happy added.

"Thank you," Carla responded, to which Happy beamed. "Now let's get going."

 _Hmm,_ Kagura thought as they flew off. _I wonder if Carla and Happy like each other…_ Her train of thought was interrupted when the air filled with thunder.

The five looked to the skies, and were startled when they saw hundreds of Exceed soldiers flying towards them.

"Rebel scum!" Nichiya yelled as lead the battalion. "You're parfum cannot escape us!"

"They followed us!" Happy exclaimed with his eyes bulging.

"Even allying with Pantherlily and the Earthlanders won't protect you!"

"Dammit," Carla cursed. "We can't stay up here! Let's head bellow!"

"Wait Carla!" Levy shouted, and the others soon saw that hundreds of Edolas soldiers stood in the courtyard, including Mira, Sugarboy, Hughes, and Florida

"We're completely surrounded." Lily growled.

"Um, can't you guys use your Earthland magic?" Happy asked nervously.

"We can't!" Kagura replied. "These cuffs are sealing our magic!"

"Even if we could, we can't fight against all of them at once." Levy added morbidly.

Down bellow, the situation was being watched in fear by Faust. "What is going on?" He demanded.

Coco ran towards him ."It seems that the Exceed Royal Guards have come down to capture the rebels."

A growing fire became visible in the king's eyes. "Activate Code ETD!"

As the girl looked in him in horror, many soldiers all over the castle began blowing into their war horns, and numerous red flags, all with the logo of a magic rifle and a jester hat forming a cross, were raised up.

"We're actually activating Code ETD?!" Mira shouted.

"So it finally begins…" Florida said in amazement.

On the highest walls of the castle, soldiers set up a series of massive, gray light projectors, all of them aimed at the Exceed arming

"The last line of defense for Edolas." Sugarboy said. "And our Majesty felt it time to use it."

"We need to move, now!" Lily shouted, and he and the others flew straight to the west tower.

"Code ETD activate!" A soldier yelled, and a bright blue light was released from each of the projectors, coming together to form a blue sphere around the Exceed army.

Inside, all the Exceed soldiers screamed in agony as the blue was ripping into their bodies.

"How dare you raise a hand against the Exceeds, you lowly humans!" Nichiya yelled as his form burned in agony.

"I don't understand." Carla said in shock. "Why would Edolas attack the Exceeds?"

"I thought they saw the Exceeds as gods." Kagura added.

"It's quite clear we are caught in a rebellion." Lily stated, equally as horrified.

"Doesn't matter," Carla said. "We need to use this confusion to find Gajeel and get out of here." And with that the five entered the tower.

"Shit!" Mira hissed. "The Fallens and the prisoners are heading inside!" She turned to one of the soldiers. "Call for more defense! Tell them to meet me at the West Tower!"

"Yes. ma'am!" And with that, she and two soldiers ran after the quintet.

Above them, the massive blue sphere began to shrink and concentrate the Exceeds inside. "Damn you humans!" Nichiya yelled. "Defy the Queen, and you will lose your life! Meooooowwww!" And with that, the sphere and the Exceeds vanished, leaving a massive cat-shaped lacrima that fell to the courtyard below, causing hundreds of soldiers to run away.

"We turned the Exceeds into a Lacrima!"

"What was the King thinking?"

"The Queen won't stand down for this!"

"They are no gods in this world!" All of them looked up to the balcony where Faust was addressing. "For too long, we humans have been struggling with what magic we can get, while the Exceeds flew above us with their infinite power. Now we shall grab what has been denied from us, to claim that renewable magic they hoarded!

"It is time to rebuild Edolas on the foundation of human rule! To rebuild on infinite magic for humanity! I now activate Code ETD: Exceed Total Destruction! The era of Exceeds will end, and we humans will build from their corpses!"

At this the soldiers burst into an uproar of nationalism, a sea of human pride.

"Things have gotten quite interesting." Hughes stated. "Practically infinite magic…"

"Hmm, still, even this Lacrima would only last less than a decade." Sugarboy pointed to the cat shaped lacrima..

"Not quite." Florida said as he walked over to it. He pulled out a hatched and scraped off a portion of it. To the other captains shock, the crevice started to slowly grow back. "Just like the Exceeds, this lacrima will make magic as long as it's sustained."

"Awesome!" Hughes cheered. "Now we can farm magic!"

Faust looked from below. "The Exceeds ability to form magic in their bodies. This will practically give us an infinite amount of power…"

"Your Majesty!" Coco called out. "The Queen will surely attack us once she learns of this! Her army is extremely massive!"

"And that's why we have the Dragon Slayer. With Florida's intel and Byro's knowledge, we'll use his power to dethrone the gods."

* * *

"Eat up." Byro cackled as he placed iron filings into Gajeel's mouth, then made the chained slayer swallow it. "I love that digestive system of you. You get magic from iron more effectively than Exceeds can from regular food."

"They'll come…" Gajeel growled as Byro picked up a suction device. "I know my teammates are coming…"

"Well, hope they won't come too soon." Byro cackled madly as a beam of violet light hit Gajeel, causing the Slayer to roar in agony as the magic in his body was being drained to join the others in the containers by Byro.

* * *

"I never thought the humans would attack the Exceeds." Happy said out loud as the five ran down the stairs to the basement. "The thought was so far away."

"It seems this has been planned for a long time." Lily stated. "Probably since the magic crisis began. But right now our concern is to rescue Gajeel and our guildmates."

"Perhaps if we're lucky, both sides will take each other out." Carla added bitterly.

But before they could take another step, they were blasted back by laser fire. As they rose up, they saw Mira in front of a group of soldiers holding smoking magic rifles.

"You're not taking another step." Mira said as walked towards them, aiming her gauntlet, now looking like a green, scaly arm, at them.

"Don't you have bigger targets to worry about?" Levy gritted. Mira just laughed as black beams of energy burst from the gauntlet and sent them flying back.

"Wow." Mira smirked. "You're still alive. You Earthlanders are quite tough."

The five panted as they tried to rise. But they then froze when a pain-filled roar echoed the room.

"That's Gajeel's voice." Levy said in horror. She glared fiercely at Mira. "What are you doing to him?!"

"We need all the magic that can for ETD." Mira stated sadistically. "Good thing that he can get it back from iron as fast as we can milk it out of him."

As Gajeel's screams continued to pierce through the five, Lily began to growl in rage. "Stop it…" As the screams continued he shouted. "I said stop! Let him go!" He forced himself to two feet.

"This is your fault you know." Mira taunted. "If you and Laxus didn't shut down those Animas, your friends wouldn't be in this mess."

"Then it that case," Lily growled. "I face your wrath for it. I'll die before my family suffers for it!"

"Bold claim from a lone Fallen."

"He's not alone." Levy said as she, Kagura, Carla, and Happy also got onto two legs despite the strain. "We'll fight for our friends!"

Mira frowned at their defiance. "Then let your elder learn first what happens when you fight Edolas!" She prepared to strike the weakened Lily with her gauntlet-

But froze when she heard the stomping of hooves. "What the hell-" She was startled when a rhinoceros made of ice bursted through the walls behind her and collided into the soldiers in its path.

"What is that?!"

"Only one person…" Kagura gapped as three figures stood in the hole made by the rhino.

"You have quite the nerve attacking them, knowing their a part of our guild." A male voice said as the ice rhino broke apart.

"We don't take likely to anyone that attacks our guildmates." A female voice stated.

"So that leaves you as our enemies." Mirajane Strauss said as she walked through the hole, followed by Lyon Vastia and Merudy Keymon. "Enemies of Fairy Tail!"

"Lyon." Lily said in shock.

"Merudy!" Levy gasped.

"Mira-san!" Kagura cheered.

"Are they good guys?" Happy asked.

"Most definitely." Carla answered with a smile.

"It's Lyon Typhoon and Merudy Succugate of Fairy Tail!" A soldier exclaimed.

"Is that another Mira?!" Another shouted.

"No!" Rheas growled. "They're Earthland wizards."

"Answer us," Merudy demanded as she summoned a ring of Maguilty Sodoms. "Where are our friends, the ones you turned into a Lacrima!" At this she unleashed them unto the soldiers, making them scream in intense pain.

In the confusion Rheas leaped towards the Maguilty Mage with her gauntlet out, but she was easily stopped by Strauss, who transformed just her arm to catch the attack.

"I thought you would be a boy at first." Strauss smirked. "But it'll be just as fun kicking your ass when you're a chick!" She activated Satan Soul: Beelzea, and soon the two Mira's were in full combat.

"Mira versus Mira?" Levy gapped as the two white-haired women fought. But she became frightened when she heard intense screaming.

"When I get out of here, I'll be ripping you a new one!"

"Gajeel!" She shouted. Lyon ran over and froze the cuffs on her and Kagura, causing them to shatter.

"If he's nearby, then we have to go after him." Lyon stated.

"You guys go ahead!" Strauss shouted as she blocked an attack from her double. "I'll deal with me!"

"Right!" And with that the others ran towards Gajeel's voice. The two Mira's launched one last strike before pulling back, leaving a small cut on each of their faces.

"Heh," Rheas scoffed. "Never thought I be fighting myself."

"It's not normal for me either." Strauss quipped.

"Name's Mirajane Rheas, captain of the 1st Division of the Magic Warfare Unit."

"Name's Mira Strauss of Fairy Tail."

"Nice name." Rheas smirked. "Let's see how tough my Earthland counterpart is. Greed!" Her gauntlet transformed again into a black-furred paw, and she dashed intensely at her counterpart.

Strauss barely avoided a slash from Rheas's talons as she dodged. "Shit! Satan Soul: Halaphas!" Transforming into her blue-themed form, she managed to keep up against her opponent's speed.

"She keeps transforming," Rheas growled. "What the hell is she?!"

Strauss held out her palm and released a blast of rainbow energy at Rheas. But Rheas stood still as she held up her arm. "Gluttony!" Her gauntlet transformed again into an insect-like brown arm covered with many small mouths, which the attack entirely. She opened her hand, revealing a larger mouth that spewed the attack, now more powerful, at Strauss, causing the Earthlander to blast through the wall.

"Did she requip?" Strauss asked herself. "No, that's still the same gauntlet."

 _Mira-sama, watch out!_ Halaphas warned, and Strauss looked up to see Rheas leaping down towards her. "Wrath!" The gauntlet transformed into a red muscular arm, ready to crush the wizard beneath her.

"Satan Soul: Sitri!" Transforming again, Strauss managed to intercept the attack. Rheas gritted her teeth as she felt the intense heat coming from her opponent.

"So that's your magic," Rheas said as the two pulled apart. "You can transform into demons, giving you an array of powers."

"And all you can do is transform that gauntlet." Strauss taunted. "Doesn't seem fair."

"Don't get cocky, bitch." Rheas snarled. "With the Seven Deadly Sins, I'm the toughest soldier around."

"Well then, what are we even talking for." And with that the two fought once more.

* * *

"So you guys came from the Lacrima in the town square?" Kagura asked.

"Yep, that Lacrima was me, Lyon, and Mira." Merudy answered. "One moment we were trying to get out of the guild hall, next we were in an entire new world."

"But how did you get free?" Lily questioned.

"You can thank Natsu and Lucy for that." Lyon stated.

"What do you mean?"

* * *

 _An hour ago:_

" _Fire Dragon's Brilliant Flame!" The fire attack was easily absorbed by the massive lacrima while Natsu landed on the ground. The lacrima glowed brightly before it faded, revealing Lyon, Mira, and Merudy lying on the ground, who all rose to their feet with their eyes closed.._

" _I don't believe it." Lucy said in shock._

" _No way," Natsu shouted. "That whole thing was just three people!"_

" _What the hell? Where did they come from? Don't tell me that lacrima was made of people!"_

" _Hey!" Natsu ignored the babble from the soldiers and shouted at the three wizards. "You guys are free now! Time to wake up!"_

 _At this the three opened their eyes._

" _Where are we…" Lyon said as looked around._

" _Lisanna!" Mira shouted, but became startled when she realized their location. "Natus? Lucy? What the hell's happening?"_

" _We can talk later," Natsu stated. "Right now we gotta get out of here!"_

" _Capture all of them!" A soldier shouted, and the Edolas soldiers charged at them._

 _Merudy and Lyon prepared to fight back, but were shocked that their abilities were nullified. "My magic isn't working!" Merudy shouted._

" _I can't hear my souls either." Mira stated._

" _No time for this! Virgo, get us out of here!" Suddenly a massive pit appeared beneath the five wizards, and by the time the soldiers came, it was empty._

* * *

" _Thanks for getting us out of there, Virgo." Lucy said to her spirit as she and the others stood behind an alleyway._

" _Of course, princess." Virgo said as she bowed. "But right now, I must be going." And with that she vanished._

" _You mind telling us how you two can use magic." Lyon said to her and Natsu._

 _Natsu smiled as he pulled a small vial from under his jacket. "All you gotta do is eat these, and then we'll tell you."_

" _Not before we get some answers, first." Mira said sternly._

" _The three of you were transformed into a massive lacrima." A certain woman said as she walked over. At this, Lyon, Mira, and Merudy gaped._

" _Gajeel?!" Gajeel Rosavulpe smiled as she tilted her hat at them._

" _I know," Natsu said sagely. "This Gajeel is a crossdresser."_

" _What?!" Lyon and Merudy shouted at him._

" _You're still on that." Gajeel groaned._

" _Ignore him." Lucy said. "Basically Edolas have copies of us that are still different personality wise, and sometimes gender wise."_

" _And this has to do with us being a lacrima, how?" Mira demanded._

 _At this Gajeel, Natsu, and Lucy explained what has happened. When they finished, Gajeel spoke."I know this is hard to believe, but all of Magnolia was transformed into a Lacrima, so the king can steal its magic power."_

" _We thought that the entire town was in there." Lucy sighed._

" _But it was just you guys," Natsu groaned. "Just how big is the whole thing?"_

" _Now that you mention it, I thought that lacrima's surface was a bit jagged, as if it was cut off something."_

" _That would have been handy to know earlier." Lucy said._

" _So what about those things you're making us eat anyway?" Merudy asked._

" _They're X-Balls," Natsu explained. "They let you use magic here, and even let you recharge since there's no magic in the air."_

" _And who told you that?" Mira questioned._

" _That Mystogan guy, the bulky bloke in the cloak."_

" _Mystogan?"_

* * *

"Natsu is also a dragon slayer, so it's not a surprise he wasn't taken." Carla realized. "But what about that Lucy girl?"

"Apparently one of her spirits grabbed her before it could it happened." Lyon said.

"Then they were sent here by Mystogan." Levy said.

"Good thing too. Apparently Dragon Slayer magic is beyond the magic here in Edolas."

"And since Dragon Slayers are naturally immune to the Lacrima Transformation," Lily said. "It makes sense their magic can turn the lacrima back to normal."

Carla and Happy looked at each other before Happy spoke. "We know where the rest is!"

"What?!"

"Yeah, I saw the rest of the lacrima by my home!"

"Lyon, Merudy, where are Natsu and Lucy now?" Lily asked.

"They're causing a commotion trying to find everyone," Merudy said. "Natsu mostly, of course."

"Happy, can carry two humans to that lacrima."

"Um, I can try."

"We need you to find a boy with pink hair and a girl with blonde hair, then carry them to the Lacrima."

"Aye sir!" And with that, the blue Exceed flew off to the town.

"Think he can do it." Lyon asked.

"He will." Carla said. Another scream startled them. "We need to move now!"

Running down the hall, the six found a massive door, which Lyon and Lily easily kicked through. They found Gajeel, but he was unconscious and abandoned on the floor.

"Gajeel!" Levy shouted as they rushed towards him. Levy held the dragon slayer towards him as he felt his pulse. "He's unconscious, but still."

"This should wake him up." Lyon said as he got out a small vial and poured out a small red pill, then pushed it into the slayer's mouth. "Start eating, Metal Face."

"Those are the pills Mystogan gave me and Levy." Kagura recognized.

"Natsu and Lucy gave them to us after we got free." Merudy said. "It's the only reason we can use magic here."

Eventually Gajeel began coughing. "Just take it easy." Levy cautioned. Gajeel took a deep breath-

"RAAAAHHH!" Then let out a massive roar that startled everyone.

"Gajeel?" Gajeel looked straight at Lily. "Lily, I know what they're planning. With our guild… and your people…"

* * *

"Thank you for waiting, your Majesty." Byro said as he knelt beneath Faust in the throne room. "The extraction was a success."

"Excellent work, Byro."

"His Dragon Slayer magic is amazing. With it, we can finally weaponize it."

* * *

"He's going to destroy Extalia." Gajeel explained in rage. "And do that, he'll collide the giant Lacrima into it! Our guild is going to be a genocide bomb!"

* * *

"Once the lacrima collides with Extalia, the Exceeds will merge with it, and renewable magic shall rain down on our kingdom. This is the beginning of the Edolas's Era of Mankind !"

 **And that's that. It's now a race against time to save the guild and their friends. Let's hope they can do it!**

 **Gajeel: Man, you brought a big crowd into this.**

 **Yup. Leave a review and follow and favorite. See you next week.**


	49. A Battle of Amusement

**Guten Tag, my fans. Here's another chapter for Alternate Tail. First I want to thank DeadStrike, EtherAlly, and Earth Dragon Arnighte for following and favoriting Alternate Tail. I also want to thank the guest Skyline 10, guest slayerofCmonster, OneWhoCharms, and Earth Dragon Arnighte for their reviews. Glad my post finals chapter kept you intrigue, despite the circumstances when I uploaded.**

* * *

 **I have not figured out who can do the disclaimer, so I'll do. I, DigiXBot, do not own Fairy Tail, which is owned by Hiro Mashima. I also do not own any characters from Red vs Blue, which is owned by Rooster Teeth. I am also not a machine.**

 **Gajeel: Why say that?**

 **You always have the prove that on the internet.**

* * *

" _Thank you for waiting, your Majesty." Byro said as he knelt beneath Faust in the throne room. "The extraction was a success."_

" _Excellent work, Byro."_

" _His Dragon Slayer magic is amazing. With it, we can finally weaponize it."_

* * *

" _He's going to destroy Extalia." Gajeel explained in rage. "And do that, he'll collide the giant Lacrima into it! Our guild is going to be a genocide bomb!"_

* * *

" _Once the lacrima collides with Extalia, the Exceeds will merge with it, and renewable magic shall rain down on our kingdom. This is the beginning of the Edolas's Era of Mankind !"_

* * *

"He's going to what?!" Lily yelled as the other Fairies looked in Gajeel in shock. But before they could ask more, Gajeel broke free from Levy's hold and ran out of the chamber in rage. "Gajeel!"

"How would they even use our guild to destroy this Extalia place?" Lyon questioned skeptically.

"You guys saw the floating islands, right?" Levy said. "Apparently Extalia's power keeps them afloat. A book I read said they float to maintain the balance of magic in Edolas."

"So the rest of our guild, who are still a giant lacrima, are on one of those islands?"

"That's right." Carla said somberly. "It's actually close to Extalia, which is on another island."

"Most likely, they'll use Gajeel's Dragon Slayer magic on the island to collide the lacrima into Extalia." Lily stated.

"And then?" Kagura asked fearfully.

"The magic of both Extalia and the lacrima will explode and then mix," Levy said somberly. "And all that magic will fall down to the kingdom."

"If that happens, Fairy Tail is gone forever!" Merudy exclaimed.

"Well, what are we waiting for?" Lyon said. "Let's find this king and get him to stop!"

Suddenly they heard footsteps approaching very fast.

"What the-" Levy began. "Someone's coming?"

"An enemy?" Kagura asked. But they were surprised when it was Gajeel running in, screaming like a maniac.

"Ahhh! They are two She-Demons' out there! Two beasts ready to bring havoc to the world for seven years! The end is nigh!"

"... I think Gajeel finally lost it." Lyon deadpanned.

"Repent! Repent your sins! For now the seas shall be filed with blood, and the air with hellfire! Repent-"

Gajeel stopped once Levy slapped him. "Snap out of it, Gajeel!"

The Dragon Slayer sighed. "Thanks shrimp, I needed that." He looked at Lyon. "Hold on. Are you our ice prick, or the weird one?"

"What does that even mean?"

"Those are our Lyon and Merudy." Levy explained. "They're here, along with our Mira, Lu-chan, and Natsu."

"There was also another Exceed named Happy with us," Kagura added. "But he left to find Natsu-san and Lucy-san."

"What kind of name is Hap- Wait a minute!" Gajeel shouted. "When did you guys get here?! And why's the ice-prick naked in front of a kid?!"

"How did that happen?!" Lyon shouted, now realizing that he was shirtless.

"You realize that now?" Merudy deadpanned.

"Anyway," Lily coughed. "We have to stop Faust from unleashing his magic, before it's too late."

"Speaking of which," Merudy took out two of the X-Balls and handed one each to Levy Lily, and Kagura. "You guys might want to recharge, since you've been here for days."

"Thanks." Levy said as the three swallowed them.

"Hold on, Lily." Lyon said as he placed a jacket over his naked torso. "Even with your Aera magic, don't you think you're a bit under armed without the Muscia Sword?"

Lily only smirked in response. "Not quite." Holding out his arm, the air around his hand vibrated until a wooden stave was in its grip.

"You can requip?!" Levy asked.

"I'm not as proficient as Erza or Bisca, but it does suffice to keep my stave safe when I'm not using it. And I am quite proficient with Stave magic as well."

"So that's how you shut down those Animas." Carla noted.

"So you've been holding out, huh?" Gajeel smirked. "We gonna talk about this afterwards, ya know."

"I figured." The Exceed warrior smiled back. "But right now we need to find Faust and save our guildmates and Extalia."

"Right!" At this the seven Fairies ran down the hall, with nothing to stop them-

"Wait!" Gajeel shouted as they reached a fork in the hallway. "The two demons are down there!" He pointed at one of the halls. "Let's live and go the other way!" He ran down the other hall.

"You think it's a good idea to leave Mira alone against… herself?" Levy asked in concern.

"You really want to get in between those two?" Merudy asked.

"... good point." At this the Fairies continued after Gajeel. All but Kagura who suddenly stopped.

"What's wrong?" Carla asked her partner.

"We need to go to Extalia."

"Why?!"

"To warn them about the attack so they can evacuate."

"But we're going to stop the attack in the first place!"

"I'm sure Gajeel-san and the others can stop it, but we don't know if the kingdom has any other weapons! We have to prepare for the worst!"

"No! I won't!" Carla shouted, gripping her paws. "I won't go back to that awful place! I don't care what happens to them!"

"It's not about whether you're human or Exceed. All of us are alive, and have to do the right thing. Everyone is giving their all, and we should do."

"But the Exceeds…" Carla paused. _Happy. Marl. Lucky. Pantherlily. All of them grew up in Edolas, yet they see the two races as equals. They are innocent._

"I'll be right by you." Kagura said reassuringly.

Carla nodded. "Alright."

* * *

"Pink haired boy. Blonde haired girl. Pink haired boy. Blonde haired girl." Happy frantically flew all over the Royal City in the attempt to find the two Fairy Tail wizards. "Oh! How can finding two people be this hard?!" A loud explosion drew his attention to a fight between his targets and the Royal Army.

"Fire Dragon's Iron Fist!" An attack from Natsu sent a few soldiers flying away.

"That must be them!" Happy said as he flew down to them. "Hey!"

Both wizards looked up at him in shock. "A flying, talking cat?!" Natsu shouted.

"Are you guys Nasty and Luigi?" The Exceed asked.

"It's Natsu and Lucy." Lucy corrected. "But who are you?"

"Lily-san sent me to get you to where everyone else is being kept as a lacrima."

"Seriously!" Natsu shouted. "Let's go!" Natsu wrapped his arms around Lucy and the Exceed grabbed hold of him by his jacket.

"Uff!" Happy winced, the three only a few feet above the ground. "You two are heavy! Maybe if I only had one-"

"Can you point us to where the Lacrima is?" Natsu asked.

"Aye sir."

"Good." Natsu's smirk brought worry to Happy and Lucy.

"Natsu?" Lucy began. "What are you-"

"Just hold tight!" And with that, he unleashed fire from his feet, sending the three screaming and rocketing towards the sky.

* * *

Eventually they arrived at the giant lacrima island. "Finally." Natsu said as looked at the giant crystal. "Wow! It's even bigger than I imagined !"

"Give us a warning next time." Lucy said as she panted from all the screaming.

"So how's Natsu suppose to turn everyone to normal?" Happy asked.

"He just has to use his Dragon Slayer magic on it."

"You guys better give me enough fire after saving you!" Natsu said. "Fire Dragon's-" But he then froze before sidestepping as a bullet passed through where he was.

"What the-  
"Quite impressive." The three looked up and saw a white-armored man standing on top of the lacrima. "You're the first to ever dodge my shot." Wyoming complimented. "You Earthlanders are certainly are special bunch."

"Who are these guys?" Lucy asked in shock.

"Oh man." Happy sighed. "I forgot about the soldiers stationed here."

"That would have been nice to know!" Natsu shouted.

"In the name of the Kingdom of Edolas." Washington said, walking from behind on of the shards. "Stand down."

"Word of advise." South said as she came over. "Give up now and live."

"As if." Lucy said defiantly.

"We came to turn this crystal back to normal." Natsu growled.

"We have orders to keep this Lacrima safe from anyone" Washington declared. "We won't make it that easy."

* * *

"Where the hell is that king?!" Gajeel growled as the now-quintet ran through the castle.

"Probably in a place fit for a king." Lyon suggested.

"And what the hell does that even mean?!" The Dragon Slayer shouted as he butted heads with the ice mage.

"How would I know?! This is my first time here, same as you!"

Lily got between them and pushed them apart. "Would you two focus?! This isn't the time to argue!"

"Any chance you got an idea?" Merudy asked Levy.

"Not sure." Levy replied. "The dungeon was in the highest location, while the garden was in a complex design. The city may be designed in a concentric pattern, but there seems to something that looks like a keep. If the castle is different from Earthland design, then we have no idea how to get through it."

"In other words, this place was designed by a madman." Lyon stated.

"At this rate, I wouldn't be surprised if it has an amusement park." Merudy quipped.

The five continued on their way, but suddenly the three males stopped and looked forward in shock.

"What is it?" Levy asked as she and Merudy came over. But they got their answer when they saw a gate to a massive and colorful amusement park.

"Are you serious?!" Merudy gaped.

"Is this king insane?!" Gajeel shouted.

As the five explored the park, they were then startled when a nearby carousel lit up and began moving. "Hmm." Sugarboy said as he rode on one of the horses. "I just love carousels, don't you? They are quite fun."

The five were so distracted that they didn't see a massive wooden ship approaching them.

"Get down!" Lyon shouted as he pushed Merudy to the ground while Gajeel did the same to Levy. But the ship's hull rose above them as the whole thing remained curved up in its attraction.

"Quite amazing, isn't it." They looked up and saw Florida and Hughes standing on the edge of the ship. But what truly enraged them was the sight of Archenemy strapped to Hughes's back. "Such fun ways to use magic."

"Can you even imagine how it feels to have it all dry away?" Hughes asked.

"We shall get our infinite magic," Sugarboy said. "No matter the cost."

"We're already staking our lives on it." Florida said. "Can you do the same for your cause?"

"Maybe you need a demonstration." Lily proclaimed.

"You Earthlanders and Exceeds," Hughes hissed as he raised a wand in his hand. "For you, running out of magic is the same as being exhausted from a marathon. But for us, it's just as bad as losing clean water. Someone that can't see that, makes me sick!" As Hughes and Florida leaped off from the ship, it began to ram straight at the Fairies.

"Ah, shit!" Gajeel cursed, and the boat collided on the targets, even taking the nearby carousel.

"Hmm, that was anti-climatic." Sugarboy quipped, still mounted on a knocked off horse.

"They don't go down that easily." Florida warned. He was proven right when the rubble tumbled off a massive ice shield.

"That all you got?" Lyon taunted.

"Hmm, no items for their magic."

When the shield collapsed, Gajeel aimed an arm downward and transformed it into a club, propelling him straight towards Hughes and Florida.

"The hell- omph!" Hughes and Florida were quickly pushed to the ground.

"Hand back our guild," Gajeel growled as he landed on a tract. "Now."

"No way," Hughes laughed as he tilted the glowing wand downward. "Your guild's about to merge with Extalia and give us infinite magic." Gajeel did not notice a roller coaster car racing towards him.

'Gajeel, behind you!" Levy yelled. But as ran towards him, she felt the floor beneath her turned soft and malleable.

"What is this?!"

"The ground's softening!" Merudy exclaimed.

"Hmm." The pink armored knight hummed.

Gajeel heard the car approaching him, and easily leaped away. "That's is?"

"My Command Tact can control any of the attractions here." Hughes said with a smirk. The car diverged onto a growing tract that raced to Gajeel. This time Gajeel was unable to dodge and was knocked into its front seat, and quickly became nauseous.

"Oh man, Florida!" Hughes laughed as he wrapped his arm around Florida's shoulder. "When you said this guy had some bad motion sickness, you weren't kidding!"

"Hmm, that poor soul." Florida mused.

"They know our weakness." Lily growled. "Levy."

"On it! Solid Script: Wind!" Levy sent the word towards Lily, blasting him from the softening floor, and letting him fly towards Gajeel.

"It's up to Lily now." Levy said, with her, Lyon, and Merudy now waist deep into the floor. "Although we won't last long."

"Maybe not." Lyon said as he suddenly grabbed Levy by her arms, then pulled her out with all his might, sending her flying towards another section of the park.

"What are you doing?" Merudy asked as the ice mage grabbed hold of her.

"Gajeel, Lily, and I can deal with these clowns." He stated as he looked directly in her eyes. "That'll leave you and Levy to stop their plan."

"But how will you get out?"

"Right now, your safety is my priority." And with that he threw her to where he threw Levy. With the ground about to swallow his shoulders, he raised his hands up and shouted, "Ice Make: Chameleon!" A lizard shaped gauntlet with three horns on its head and two large eyes formed on his right hand, then launched an ice-tongue that gripped a building's edge. The gauntlet then swallowed up its tongue, pulling the ice mage out of the sinking floor

"Hmm, that was pushing it close, saving those girls first before saving yourself." Sugarboy comment.

"Is that so." Lyon commented. "Let me prove to you what I can do." Bringing his hands together, he shouted "Ice Make: Tiger!"and sent the construct pouncing towards the captain.

But Sugarboy just flicked his swords, causing the tiger to melt into slush that rain over him. "Hmm, animals made of ice, huh? That's quite interesting. But my weapon, the Rossa Espada, causes anything to soften. I have the upper hand now."

"Big talk from a man in pink armor." Lyon said as he landed on the floor.

"Hmm, it's actually Lightish-Red, you know."

* * *

"The Dragon's Slayer magic has been installed into the Dragon Chain Cannon." Byro explained to Faust. "It shall grab hold of the floating island and sent it ramming into Extalia."

"Thus causing the magic of the both the lacrima and the Exceeds to fuse," Faust said. "and release eternal magic onto my kingdom!"

"And the honor to do that," Byro said, holding in his hand a large golden key with a dragon on its handle, "Belongs to you…"

"Your Majesty!" Coco shouted as she ran towards them. "Please wait!"

"C-coco!" Byro reprimanded. "What have I told you about running in his Majesty's presence…"

"We still have soldiers still on the island!" She explained. "We need to evacuate them or they'll die!"

Faust was silent before speaking. "What of it?"

The young girl looked at him in shock. "B-but Wash and the others. They're our comrades."

"Sacrifices are necessary, Coco!" Byro explained. "Besides, even three Freelancers balance out against a thousand-" He quickly froze.

"A thousand. No," She paled. "That lacrima caused people to die?! I thought the Anima took magic, not their lives!"

"What are a few aliens compared to all of Edolas?" Faust stated.

Coco had enough of this, and she snatched the key from Byro's hands. "I don't want anyone else to die! Even for any magic!"

"W-what?!" Byro gasped.

"Coco!" Faust pulled out a staff and blasted magic straight to Coco. She was blasted to the floor, and her legs were left very burnt.

"Since you were young, I have loved seeing you run." Faust said as Coco struggled to get up. "I watched you as a father saw his daughter play."

"It hurts…" The girl cried.

Byro watched the scene with fear as the king spoke. "Hand over the key…"

At the sight of his cold, vicious eyes, Coco forced herself up and ran once more.

"Coco!" Faust yelled, then turned to his head scientist. "Byro! Find her and bring back that key, immediately!"

As Coco ran, the skin on her legs crackled at the burns, with bits of blood leaking out.

 _It hurts… it really hurts…_ She cried at each jolt of pain. _This the first time that running has been this painful._

 _I want eternal magic so much, but not if it means losing Wash, South, and Wyoming! Or knowing that thousands of civilians were killed! What should I do?! What should I do?!_

* * *

Lily charged straight to the coaster as Hughes made it fly maniacally, keeping the Exceed from reaching his partner. Eventually he managed to fly in front of it and landed on top of it.

"Hang on, Gajeel!" The Exceed shouted as he slammed his stave into the vehicle into the car, bursting straight through its hood.

"Urmmm." The nauseous slayer only moaned in response.

"Two Layered Magic Circle: Blitzheart!" Transferring his magic into the stave, the weapon glowed as two magic circles wrapped around it and it blasted blue lighting into the vehicle, shutting it down and sending them crashing into a large Victorian mansion.

"Heh, those fools." Hughes laughed.

"We got bigger problems, Hughes." Florida warned. "The ice mage sent those two girls somewhere else in the park. They can stop ETD if-"

"We can have another soldier deal with them. Let's deal with those creeps."

* * *

"Ugh, are you alright Gajeel?" Lily asked as he rubbed his head.

"I think I lost my lunch." Gajeel groaned as he rubbed his stomach. "Where are we?"

"Some sort of classroom. Of the unusual kind." Indeed the two were kneeling in a massive classroom with massive desks. But was most unusual was the students at the desks were all monsters of various kinds.

"What's this?" The two turned and saw Hughes and Florida standing by the entrance to the classroom. "You're clearly not students. So you'll have to be expelled!" Hughes flicked his wand at them. "Mummy Bondage!" A mummy student sent multiple bandages from its hands at the two.

Lily held his stave in front of him. "Three Layered Magic Circle: Mirror Water!" Making a series of hand gestures, Lily created three magic circles that not only blocked the attack, but sent it back at the enemy, wrapping up the mummy and two nearby monsters easily.

"Iron Dragon's Sword!" Using Lily's shoulders as a springboard, Gajeel leaped towards the tied-up enemies and slashed horizontally through them. Their split revealed circuits and wires inside them.

 _So they're machines…_

"Frankenstein's Smash!" A massive grey monster with two bolts going into its skull rose above Gajeel and began pummeling him into the ground.

"Gajeel!" Lily shouted in worry. But to everyone's shock, Gajeel caught one of the incoming fists, then ripped the arm connected to it clean off.

"What the-" Hughes began, but he was shocked when Gajeel used the arm to bat the monster straight towards Hughes and Florida, forcing the two to jump away. When Hughes attacked to use his wand again, he saw that it had been broken apart by the monster.

"That was fun," Gajeel said between chewing the animatronic arm. "What else you got?"

Free from the captain's control and seeing how much of a berserker the slayer was, the remaining monsters quickly ran out

Hughes growled, but Florida held him back. "Impressive," The Freelancer said. "You are as skilled as my investigations said."

"So you've been observing us the whole time." Lily said coldly.

"Of course," Florida replied as he pulled out two hatchets. "Since you and Laxus were members of Fairy Tail, we recognized that as a threat. In fact, you being members was one of the reasons we picked that particular guild."

"Is that so," Lily scowled. "Then that gives me another reason to defeat you, Agent Florida."

"Well, I hope you're more proficient in a fight against my Arbiters than your comrade Laxus, Pantherlily-san."

"Don't leave me out." Hughes said as he pulled Archenemy from his back, then placed a black device on its hilt. "I really want to try this sword out."

"That sword," Gajeel growled. "It belongs to the Half-Pint."

"What will you do about it?" Hughes taunted as he held the sheathed sword with his right hand.

"Rip it out of your cold, dead hands, of course." And with that the four charged straight towards each other.

Lily used his stave to block each strike of Florida's hatchets, while Gajeel held his sword-arm against Archenemy, already feeling it cutting through its blade.

 _Dammit,_ he thought. _They figured out how to use it in Edolas!_

"Iron Dragon's Club!" Transforming his arm again, he tried to send Hughes crashing into the wall, but Hughes managed to hold on with Archenemy, even cutting through the club by an inch.

"That's it?" Hughes taunted as Gajeel was forced to pull the club back.

At the same time, Lily was already facing trouble keeping Florida back, but the Freelancer then increased his intensity. Pulling back, he threw the Arbiter Hatchets spinning towards Lily. "Inferno!" Florida shouted, and the hatchets soon lit on fire.

Lily sent the Arbiters flying back with a swipe of his stave, but he was shocked when they spun again to him. He tried to hold them back, but they outmaneuvered him, and managed to slice and burn his shoulders.

The Exceed winched from the new injuries as he and Gajeel forced back to back.

"Hey, Lily." Gajeel growled. "Why don't we spice things up a notch."

The Exceed smirked. "Why not?" And with that, the two spun around, facing their new opponents.

"Let see what you can do, Black Steel-san." Florida said as he sent the burning hatchets straight towards him. Gajeel covered his arms in scales and used them to block each attack.

Florida scowled under his helmet as he summoned the Arbiters back to him. But he did not expect Gajeel to grab onto them, then use them to fly straight into the Freelancer for an iron coated kick.

Meanwhile, Lily was using his magic to coat the stave as it held against the sheathed sword's cutting power, though the stave was threatening to break

"Give up, already!" Hughes growled. "I practically have the most powerful weapon of Earthland!"

"Having doesn't mean utilizing." Lily countered. "For one thing, you're using the wrong grasp." In Hughes confusion, Lily threw a sucker punch straight into his face. Hughes snarled as he swung Archenemy again, but the Exceed used the stave to guide its momentum past him, pulling Hughes with it and sending them into the fallen Florida.

The two Fairies looked at their opponents as they attempted to get up. "Hey, Lily." Gajeel smirked as he coated his body in iron scales. "Remember when you got me off that ride."

Lily smirked in response. "I know what you mean." He flew upward towards the ceiling

"Iron Dragon's Lance!" Transforming his arms, he spun rapidly and caught Hughes and Florida.

"What'll that do?" Hughes shouted over the speed.

"Two Layered Magic Circle: Blitzheart!" Two magic circles appeared over Gajeel, and they release hundreds of volts of blue lightning into him. The lightning coursed over his body and struct their opponents, making them scream from the voltage.

Eventually the electricity faded, and Gajeel quickly stopped spinning, sending the Edolas soldiers crashing into the walls. "Well," Gajeel smirked as he transformed back. "That was fun."

"Your skills," Florida murmured. "Our teacher could be proud of you, Pantherlily-san."

"I thought your skills were familiar." Lily replied coldly. "But you know he sees us lower than dirt."

"True, we were both low on the pecking order…"

"Who are you talking about?" Gajeel asked as he grabbed Archenemy from the unconscious Hughes.

Suddenly, a dark aura covered Florida, while Lily began to trembled. "First rule of Popo's training," He muttered fearfully under his breath. "Never talk about Popo's training..."

"Uh, Lily?"

"Nothing." The Exceed quickly spoke. "Let's find the others."

"Yeah…"

* * *

"Can't believe Lyon thought to throw us." Levy grumbled as she and Merudy got up from the floor. The two had landed in another section of the amusement park.

"He had the right idea," Merudy said, though with a trace of worry in her voice. "With the others facing those captains, it'll be up to us to stop the king."

"Well, no time to waste, then!" Levy then started to run down the hall-

"Oomph!"

"Kyaa!"

"Are you alright, Levy?" Merudy asked as she ran towards her fallen friend.

"I'm alright?" The letter mage replied after rubbing her head. She looked down at a brown haired girl lying face first onto the floor. "Who are you?"

"Coco, get back!" The two fairies looked past the girl and saw Byro running towards them.

"Help me…" Coco begged to them with tearful eyes.

"Huh?" The two looked at her, and were horrified at her wounded state. "What happened to your legs?!" Levy asked in worry.

"I can't run anymore…" Coco muttered, then pulled out the key. "You need to…" She stopped, then pull the key close to her body.

 _That's right! That girl's from Earthland! Probably the pink haired one too! I can't just hand the key to them! But what do I even do?!_

"Heh heh." Byro huffed as he stopped in front of the three. "Hand that key over…"

"The key…" Merudy said, then glared at the old man. "What's so special about it?"

"N-none of your business!"

"It has something to do with your plan for Extalia?"

"Uh-"

"Then we won't you have it!" Levy said, both girls standing ready for a fight

"Besides, can't let an old pervert like you get away with =chasing an injured girl!" Merudy joked.

"What?!"

 _These girls have no idea what's happening…_ Coco deadpanned in her head.

"I'm getting that key no matter what!" He shouted as he pulled out a familiar blade…

"Lily's sword?!" Levy exclaimed.

"Die!" Placing a small device on Musica Sword's hilt, he swung it at them and made it grow to massive size. Merudy grabbed Coco as the Fairies leaped away from the attack.

"Solid Script: Fire!" Levy threw the word straight at the short man as the sword shrunk, but he simply pulled out a small vial with a red liquid inside. "Fire Liquid!" When he threw the contents out at them, it transformed into a great burst of flame.

Levy quickly began writing. "Solid Script: Water!" The collision between the two attacks created a massive amount of steam.

"Watch out for his liquids!" Coco warned.

"Got it! Maguilty Sodom!" Merudy summoned five blades and threw them through the steam towards the old man, who made the Musica Sword grow once more and block the attack.

 _Those girls formed objects from thin air!_ Byro thought in rage. _How powerful is Earthland magic?_ He pulled out another vial of yellow liquid and threw it at them. "Lightning Liquid!" Both girls screamed as they were struck by electricity.

Despite the electricity, Levy quickly wrote "Solid Script: Iron!" And threw it straight at Byro. The word then pulled all the lightning towards it, and Byro leaped out of the way to avoid the charged projectile.

"That won't save you!" Byro enlarged and swung the Musica Sword once more, but while Levy grabbed Coco and jumped away, Merudy leaped onto the spinning sword. She then threw two energy blades at him, causing him great pain at impact and forcing him to drop the sword.

"Solid Script: Earthquake!" Levy used the opportunity to throw the word right at his legs, breaking apart the floor beneath him, thus swallowing him whole.

"Alright!" Levy said as she and Merudy hive fived.

 _Wow._ Coco watched the two in amazement. As Levy picked up the now-shrunken Musica Sword, Merudy looked at the girl in worry.

"You okay?" She asked.

"Hang on." Levy said as she came over, then wrote in the air. "Solid Script: Heal." The word dissolved onto Coco, and she felt her legs already feeling better.

 _Those two are something else, entirely. Maybe I should hand them the key… But I'll give up the eternal magic. But if the King uses it, then Wash and the others will die._

"We know that key is important to the kingdom." Merudy said. "If this has something to do with the giant Lacrima, we have to know what it is."

"Our friends are in that Lacrima." Levy explained. "We can't let the king destroy them. So please"

 _They just want to rescue their friends._ Coco thought. _I have to do this._ Suddenly a mad cackle drew their attention.

"It won't matter if you know," Byro's voice, now even more garish and vocal, roared as a massive, hand burst from the hole he fell in. "Because you won't live long enough!"

The three were horrified when a two story tall monster emerged from the ground. Its arms had fin-like blades on the elbow, and its feet were as monstrous as an elephant's. Two massive wings burst from its back. I's head was that of Byro, but with an enlarged skull and many tentacles covering its mouth. But what was the most frightening was every inch of it was covered in iron scales.

"What in the-"

They heard a deeper version of Byro's cackle coming from the monster's head. "Dragon Slayer magic is amazing! It mixes well with my octopus magic!"

"You mixed it with a transforming magic!" Coco shouted in horror. "Why would you do that Byro?!"

"I will not be stopped by some mere dark magic!" He slammed his massive hand down at them, forcing them to move out of the way.

"Solid Script: Explosion!" "Maguilty Sodom!" The two girls launched their attacks, but they bounced harmlessly off his iron coating.

"Was that suppose to mean something?" Byro cackled.

"That iron is too impervious." Merudy said in fright.

"With Gajeel's armor ability, he's too strong." Levy gapped, but she shook herself to focus. "I need more power. Holy Scrioptúr: Eitilt!" Levy activated her wings and took flight.

 _No way…_ Coco's jaw dropped in wonder. _That girl's an angel too?!_

"Solid Script: Inferno!" Levy wrote two set of "Inferno" and threw them straight at Byro. But the metal Cthulhu simply laughed as the attack seemingly caused no damage.

"At least that tickles this time!" Byro laughed as he tried to swat Levy from the sky and smash the other girls under his feet.

 _Even Holy Scrioptúr's boost isn't enough!_ Levy gritted as she flew around frantically. _I need more power!_

 _Actually, I might have that…._ "Holy Scrioptúr: Bogha!" But to Levy's shock, her wings broke apart to their base rune state, causing her to fall onto one of the buildings.

"Now die!" Byro slammed his hand straight onto the girl, crushing the building underneath.

"Levy!" Merudy screamed as she and Cocolooked in horror.

Byro smirked under the tentacles in triumph, but he then frowned when a blue-haired girl landed on his hand. But Levy was not only covered in scuff from escaping the attack, but had her left arm transformed. It was now pure white, ending with three digits and having a thin, long, curved structure coming from the left and right of her wrist, forming the shape of a bow.

 _This is like Freed's Darkness spell._ Levy thought as she examined her altered limb. _But only my arm…_

"No new tricks can save you!" Byro shouted as he slammed his other hand onto her, but Levy quickly jumped away onto another building.

"Solid Script: Explosion!" Once she wrote the word, she attempted to throw it, but was startled when it landed onto her left arm at her wrist. Initially startled, she pulled it back as a glowing bow string appeared between her structure and holding the word. She then released the string and sent the word crashing into Byro's head at intense speed.

With both the increase power and the greater speed, the word managed to keep him off balance. Byro steadied himself and growled, then started to slam his fists at Levy.

Levy quickly dodged each strike while writing with her right hand. "Solid Script: Fire! Solid Script: Thunder! Solid Script: Freeze!" With each word she pulled them back against her arm-bow before releasing them at Byro. While it did not bring him down, it caused great damage and irked him greatly.

"Damn you!" Byro's attack continued to become more erratic, limiting how often Levy can attack him.

 _It's still not enough, and I don't have enough magic._ She then saw a large open square in the park by a haunted house. "That's it! Holy Scrioptúr: Eitilt!" Her arm transformed back to normal as the runes broke apart and became wings on her back.

"Merudy!" She shouted to the girl below her while dodging the giant's attack. "I need to lure this guy over there in a few minutes!" She pointed at the square. When Merudy nodded, she flew straight to her goal.

"Where are you going?!" Byro roared.

"Hey kid," Merudy said to Coco. "not to be insensitive, but are you still hurt?"

"Um, yeah. My legs still ache a bit" The young girl replied in confusion. "But why would that be insensitive?"

"It's how I use that answer that'll be insensitive." Merudy said as she held a hand to both Coco and the Cthulhu. "Sensory Link!" The familiar pink band appeared on both Coco's and Byro's wrist. But while Coco felt only minor stings on where Levy struct the giant…

"Argh!" Byro screamed as he felt immense pain beneath his waist. "My legs!"

"How-"

"I'm linking your senses and that monster's, so now you feel each other's pain." The Maguilty mage explained. "You don't mind feeling the damage he already got, do you?"

"No way! That's awesome!"

You insolent little-" The Cthulhu growled at the two. "We better go." Merudy grabbed the girl's hand, and the two ran to where Levy directed them, with the giant monster gaining.

"Hey!" As they approached the square, they saw Levy standing at the entrance to a large victorian mansion. "Just a few more feet!"

Guessing what Levy was up too, Merudy shut down the sensory link between Coco and Byro as the two girls crossed the square and met Levy.

"Kah kah kah!" Byro cackled. "I have you corned! Now hand that ke-" He stopped when a series of runes surrounding the square became visible, then rose into a wall of runes. "What the-"

"That's Freed's magic." Merudy recognized.

"That's right." Levy smiled. "Freed-sensei's been teaching me how to utilize rune magic, especially their uses as traps. And right now, that guy had to follow the rules."

Suddenly brown stains popped up all over Byro's body, and he trembled as the stains grew even larger. "What is this?!" He then saw a single message on the rune walls: "All metal inside shall turn to rust."

"Oh no…" Soon the Cthulhu's iron body had become coated in rust. It creaked as he attempted to move, but he found himself stuck in place.

"Hey, Merudy, remember Vidaldus."

Merudy smirked. "Sure do. Sensory Link!" A pink band formed on both of their wrists.

Byro managed to tilt down his head and saw the two girls preparing their attacks. "No…"

"Maguilty Sodom!"

"Holy Scrioptúr: Bogha! Solid Script: Maguilty!"

A set of ten blades were launched straight at Byro's chest, release intense agony that shook him enough to break the rusted iron off that spot. Then a large purple "Maguilty" was shot at immense velocity at the same spot, fading apart and delivering millions of jolts of pain throughout Byro. The monstrous scientist screamed in his torture, and soon collapsed straight to the floor.

"Alright!" Merudy cheered.

"Finally!" Levy said in joy. She then deactivated her transformation and the Jutsu Shiki.

"So since when can you do that?"

"It's a new spell I discovered from the Holy Scrioptúr tablets. I've been preparing to use it for a while, but this is the first time I did."

"Good thing the test run went well."

"How come?" The two turned to Coco, who looked at them in awe and confusion. "I'm not even one of you. So why save me?"

"It's because you were in danger, obviously." Levy said. "We couldn't just leave you to him."

The sound of a massive crash drew their attention to the mansion, where Gajeel had just broken down the front door as he and Lily exited the building. "Alright who's le- holy shit, what is that?!" The Dragon Slayer pointed at the fallen monster.

"A metal Cthulhu." Levy explained. "It used to be one of the Edolas officials, but he turned into that after drinking your Dragon Slayer magic."

"And you let him rust?! That could have been my only chance to try iron calamari!"

"You know that used to be a person, right?" Merudy deadpanned.

"So, how were you opponents?" Levy asked, deciding not to venture to Gajeel's possible cannibalism.

"Oh, those guys." Gajeel shrugged. "Yeah, that freelancer and that control freak weren't that tough." He held out Archenemy with a smirk. "Also got Half-Pint's sword back."

"That's amazing! We also your sword too, Lily." She tossed the blade to the Exceed, who nodded in return

 _They not only took down Byro, but Hughes and Captain Flowers!_ Coco thought. _Maybe they can save their friends…_

"Who is this?" Lily asked, looking at the young girl. But to his surprise, Coco held out the large key.

"This is the key to the mechanism that will kill your friends." She explained tearfully.

"What?!" Gajeel shouted. "You're serious?!"

"So it does relate to the lacrima." Merudy said. "That thing will cause it to crash into Edolas."

"But why give it to us?" Levy asked.

"I rather live happily with my friends… than have an infinite amount of magic. So please, destroy it."

"We do that, and we can stop the attack with the lacrima!" Levy smiled. "Thank you!"

"Alright. Hand it over." Gajeel gestured. "I'll make sure that key's in the scrap heap."

But before Coco could hand it over, a pink blur slide past her and snatched it from her hands.

"Silly Coco!" Sugarboy laughed as he slide away from them. "You don't hand something that important to the enemy! Let me return it to the king!"

"No!"

"The Key!"

"Sugarboy!" Coco cried out. "Give it back!"

"Out of my way!" The five moved quickly as Lyon raced past them on a motorcycle. "Get back here!" He yelled at the captain.

"How persistent." Sugarboy said. "Despite no chance of beating me!" He held out the Rosa Espada and created a long gulch of melted floor that grew towards the ice mage.

Lyon managed to steer away from the trap, but it continue to grow towards his comrades.

"Wait up, Ice Prick!" Gajeel shouted.

"Gajeel, the floor!" Lily shouted at the growing gulch became a melting pit beneath the five. Lily grabbed Gajeel, then the two flew after Lyon and Sugarboy.

"Hang on!" Levy shouted to Merudy. "Holy- oh no!" She couldn't continue as the unconscious but still giant Byro rolled over them.

"Oh, come on!" Merudy shouted under the monster.

* * *

"Today's attractions are now close." An automated voice said as the lights in the amusement parks turned off. "We hope to see you again."

"Ha ha ha! See you tomorrow!" Sugarboy shouted as he continued to slide away from Lyon.

"Hold on!" The ice mage shouted, grinding his motorcycle at max speed. "How are you even sliding?! Are you using that dissolving magic?"

"Hmm," Sugarboy hummed. "I never actually thought how I can do this, but that is a good theory."

"Right…" Lyon deadpanned. "So what's that key to?"

"This is the key to activate the Dragon Chain Cannon."

"And that's for?"

"Sorry! Anything beyond that is tight-lipped classified!"

 _Dragon Chain Cannon…_ The ice mage pondered. _Could that be using the magic they stole from Gajeel… The magic they'll use to kill our friends and Extalia._ He growled as he accelerated his vehicle.

"I can't allow you guys to lay hands on this!" The captain proclaimed

"Meaning we can't allow you to take it from us!" Lyon countered as he took a hand from the steering and held it near the floor. "Ice Make: Floor!" The ice spread past him towards Sugarboy.

"You can't win with just ice! Rose Espada turns everything soft!" Sugarboy extended his sword to the growing ice. But his eyes widened when he began to spin.

"Even softened, ice will still carry the same properties, including making the floor slippery!"

"Ahhh!" The pink armored captain continued to spin until he crashed into a column.

Lyon spun his motorcycle around, then leaped of it as it flew off the ice towards the dizzy captain.

"I told you," Sugarboy said as he held his Rosa Espada to it, causing it to melt like plastic under the hot sun. "You can't win."

Suddenly, he saw the silver-haired mage behind him. "Huh?!"

"Shatter!" A cocoon of ice formed over the key, trapping it and the hands of the two men.

"What's going on…" Lyon questioned as he saw that the key was still intact.

"Hmm," Sugarboy hummed cheerfully. "You know Iceboy, your touch feels like a nice mint in the mouth."

"Why isn't that breaking?!" The ice mage shouted, trying to ignore the man's nickname.

"Because the key is made of a material that doesn't break so easily, no matter how cold. Could you please let go," The captain tried to hold back a blush. "I can take down a room full of men, but holding hands with one is out of the question."

"... you haven't realized it, yet."

"Hmm?"

"You need this key," Lyon smirked victoriously. "But we don't. Try using it when it's frozen forever!" The ice started to grow larger.

"Please," Sugarboy countered, though a bead of sweat slide down his face. "My Rosa Espada will melt that ice away."

"Are you sure?" Lyon challenged. "One wrong step and that key become jelly."

"Well.. I'll fine tune myself! Prepare to be wet with defeat!"

"What does that even mean?!"

"Time to pound you, Iceboy!" He slashed at the ice mage, giving a thin cut on his chest.

"You'll be frozen before you can kill me," Lyon gritted. "So freeze!" The ice grew even more, and much faster towards Sugarboy.

"Not so fast!" Sugarboy thrust his sword and part of the ice melted away. "Let go!"

"Just freeze!"

The two continue to grow and melt the ice around the key, creating waves of slush of frozen water around them. They continued until-

CRACK

"What?!" The captain's eyes nearly bulged from his skull.

"Finally!" Lyon smirked as he saw the growing crack on the key inside the ice. "Just a bit more!"

"You need to stop! That key's gonna be destroyed!"

"That's the idea! My allies' lives are at stake! I'm turning that key to rubble!"

"But that key is important to you too!"

"What-"

"Let's have a ceasefire before the key breaks!"

"Explain!" Lyon shouted as he slammed Sugarboy into a column.

"This key can help turn your comrades back to normal!"

"You think such a lie will stop me!"

"The Dragon Chain Cannon this key activates uses Dragon Slayer magic!"

At this Lyon froze. _Dragon Slayer magic. The same magic that Natsu used to save us!_

"You understand now?!" Sugarboy continued. "If that cannon is fired at the lacrima, your friends will turn back to normal! So both of us need this key for our goals!"

The key continued to break apart as Lyon spoke. "We have Natsu going there now. And soon Gajeel will help him with turning everyone back to normal. With two Dragon Slayers, we have no need for this key!"

"Have you thought how long that will take." Sugarboy argued. "Tomorrow the lacrima will transform into magic permanently. That's why we're destroying Extalia before that time. Your slayers might save some of your comrades, but you can't save all of them, and that's why this key is your only hope!"

Lyon looked at the key in indecision. "So we need this to activate your weapon, so that everyone can be saved."

"That's right. So let go."

"I see…" But Lyon then glared and gripped tightly, causing the ice and the key to shatter apart. "As if I let you have it!"

"You- you fool!" The captain yelled as he stepped away. "That wasn't a bluff, it was the truth! Hmm!" He pulled out Rosa Espada and charged straight to the ice mage. "Your allies will be lost because of your actions!"

But his sword only struct through the wizard's jacket as Lyon slide away from him, then slammed his hands together.

"You're wrong," Lyon growled as his formed his Ice Lycanthrope armor. "I'm going to bring everyone home! Once I get past you!" He used his claws to slash repeatedly at the captain, causing enough damage to break the pink armor apart and sent him several feet back.

"Are you crazy, Iceboy?" Sugarboy questioned as Lyon melted away his ice armor. "That key... really was the only hope… to save your friends…"

"Don't you know," Lyon smirked as he slammed his hands together. "I'm a maker mage."

And to Sugarboy surprise, Lyon now held an intact ice copy of the broken key. "I can make anything. And the Dragon Cannon, the real last hope, will now be in Fairy Tail's hands."

 **And that's it. Three of the captains are now defeated, plus a giant octopus man.**

 **Gajeel: I really wanted that iron calamari, ya know.**

 **It was a person before. And it was formed from your magic, so you can't eat it anyway.**

 **Florida: The chapter was still an exciting endeavor.**

 **Thank you Florida.**

 **Washington: How is Florida here anyway? I thought he died from an Aspirin Overdose.**

 **Florida: A nice doctor helped patched me up. He had a bit of an AI problem, though.**

 **Hughes: What is with Hughes anyway? He sounded just like one of those Red and Blue guys.**

 **Oh that. The answer is quite obvious…**

 **Sugarboy is Donut's older brother.**

 **Hughes: Really?**

 **Yup. Anyway, leave your reviews and favorite and follow if you haven't. See you next week.**


	50. Red vs Fairy vs Exceed

**Welcome back everyone. I have good new. I have a job!**

 **Levy: Congratulations!**

 **Gajeel: What's the reward?**

 **About $10 dollars an hour. Anyway, I just want to thank OneWhoCharms, Drawkill Vear, Wolv8, and Ray Akaba 210 for their reviews.**

 **First off, I am glad all of you enjoyed Levy's new power. I figure that she would be awesome archer. And to Drawkill Vear, yes, we must remember Lord Popo's pecking order, unless we want to die...**

* * *

 **Alright, I'll our Freelancer friends give the disclaimer.**

 **Washington: Thanks. DigiXBot doesn't own either Fairy Tail or Red vs Blue.**

 **South: He's barely making it through college anyway…**

 **Yeash, harsh crowd.**

 **Wyoming: Both are owned by Hiro Mashima and Rooster Teeth respectively.**

* * *

 **Red vs Fairy vs Exceed**

" _Are you crazy, Iceboy?" Sugarboy questioned as Lyon melted away his ice armor. "That key... really was the only hope… to save your friends…"_

" _Don't you know," Lyon smirked as he slammed his hands together. "I'm a maker mage."_

 _And to Sugarboy surprise, Lyon now held an intact ice copy of the broken key. "I can make anything. And the Dragon Cannon, the real last hope, will now be in Fairy Tail's hands."_

* * *

The Exceeds of Extalia were in an uproar and confusions as the two beings walked in their streets.

"It's one of the fallens."

"With a human. Ugh, how disgusting!"

"Why are they here?!"

Kagura and Carla ignored the murmuring as they continued on, their determination etched on their faces.

"I need to speak to your queen." Kagura stated to the crowd. "There's a great danger coming to Extalia."

"Excuse me!" Nadi shouted as he pushed through the crowd, his hand pumping quickly with anxiousness. "Pardon me! Coming through!" Once he reached the two Fairies he glowered. "You two should not be here! Humans and Fallen Exceeds are prohibited from entering Extalia!"

"There's no time to discuss such trivial things." Carla said sternly. "If you Exceeds value your life, you must listen."

"But how did you escape Sir Nichiya and the Royal Guard?"

"They were turned into a giant Lacrima, by King Faust himself."

The other Exceeds looked at each other in silence, before breaking out in laughter.

"There's no way the Royal Guard was taken down by a bunch of stupid humans!" An old Exceed commented.

"That's just ridiculous!" Another said. All the Exceeds, save for Nadi, who was sweating nervously, continued to laugh.

"It's true!" Kagura yelled. "Why else wouldn't the guard return?! The Royal Army is going to launch their weapon here to do the same to you!"

"Yeah right." A teenage Exceed laughed.

"The Queen will just make it disappear with her magic!"

Nadi was now sweating whole buckets.

"If you don't leave, you'll all become magic that they'll harvest!" Kagura shouted.

One Exceed had enough of the two. "Shut it, human!" He threw a small rock that hit her head.

"Ow!'

"Kagura!" Carla yelled in worry. Soon almost all the Exceeds were pelting the two with stones.

"You don't know how powerful our Queen is!"

"Us Exceeds are better than some smelly humans!"

"Scram ya dumb girls!"

"The Queen rules all of Edolas!"

"Humans can't touch us as long as we have her!"

"Stop it!" Carla shouted at them before being hit by a flying stone.

Nadi only watched the scene in nervousness.

"If you hate humans so much fine!" Kagura shouted. "Do what you want with me! But leave Carla alone! She's one of you, right?!"

"Kagura…" Her partner cried "You have to leave!".

"Go away! Go away!" But the populace continued their stoning, forcing Kagura to wrap around Carla protectively.

* * *

"Fire Dragon's Iron Fist!" Natsu roared as he threw a lit fist at Washington.

But when the freelancer rose a glowing hand at the Salamander, the fire instantly went out, and Washington used the Slayer's momentum to throw him past him.

"Open, Gate of the Bull: Taurus!" Lucy turned one of her keys, and the spirit charged straight at South.

"Mooooo!" The spirit mooed. But South remained calm as she slammed her fist into the island, forming a large bubble of energy around her. So when Taurus's ax made contact with it, the energy of the attack sent him flying back and forcing him back to the Spirit Realm.

"Taurus!"

"Talk about a weak cow," South taunted, causing Lucy to growl. "And I wasn't speaking of the one with the ax."

"Hmm hmm." Wyoming remained above, looking at the fight through his sniper rifle. "It's time to end this…"

"No!" He turned around and saw Happy flying straight at him. But Wyoming simply batted him to the ground with his sniper rifle.

"AHH!" Happy screamed until Natsu caught him. The two and Lucy were forced to regroup at the edge of the island.

"I never seen magic like that," Natsu panted. "How is that possible?"

"Because it's not magic." Washington explained. "Not completely, anyway."

"So you're combining magic with something else, then?" Lucy asked

"Here in Edolas, using resources other than magic is considered heretical." South stated. "But Project Freelancer not only use them, but we also combine with magic, creating something stronger."

"And that's why we will win." Wyoming said as he took aim. "Because we have the technological superiority."

Natsu growled in response. "There's no way we can get past them." Lucy said sadly.

"Don't you want to save your guildmates?" Natsu asked. Lucy looked at him in shock at first, but nodded in determination.

"If these guys can get stronger by combining magic with science…" The Celestial mage began.

"Then we need to combine our powers to win!" Happy finished.

"That's what Fairy Tail keeps preaching about, right?" Natsu replied with a smirk, then turned to the Exceed. "Happy, I need your wings for this."

"Me?! But why?!"

"Cause I want you to be my cat!"

"What?!"

"A real dragon slayer gots to have an awesome cat partner!" The Salamander cheerfully replied. "Gajeel's thinks he's hot stuff just cause he has one! I need a partner to give me an edge

"You know not everyone with an Exceed is a Dragon Slayer, right?" Lucy deadpanned.

"When we take down these crazy soldiers and save that crazy guild, I want you to be my new partner, got it?!"

Happy looked in confusion, but nodded in agreement. "Aye, sir!"

"How sweet." Wyoming commented as he prepared to shoot the trigger. "But I must cut your new partnership short."

"Not so fast." Lucy muttered as she turned a key behind her. "Open, Gate of the Scorpion: Scorpio!"

"We are!" The Scorpion spirit shouted.

"Where do they keep coming from?!" Washington shouted.

"Who cares?!" South yelled back. "Wyoming, take the shot!"

"Scorpio!"

"On it!" A massive sandstorm burst from the spirit's tail, then surrounded him, the two fairies, and the Exceed.

"Dammit!" Wyoming cursed. "I can't get a clear view!"

"Leave it to me!" Washington shouted as his arm glowed again, causing some of the sand to disappear as he marched closer.

"One of them got the power to make magic disappear." Natsu said to the others within the storm."

"Then let's not use only magic." Lucy grinned. "Aim a bit lower."

"Like your plan, Lucy!" Scorpio replied as he lowered his tail to the ground. The released sand started to carve into the island, creating even more sand from the eroding rock.

"Let's add to that!" Natsu added. "Fire Dragon's Roar!" His attack heated and pushed at the sand in front of them, causing them to harden into glass crystals that charged straight at Washington and South.

"Wash!"

"Hang on!" But while some of the glass disappeared as they approached the Freelancers, some still persistent and began to scratch at their armor.

"Damn, they're mixing real sand with the magic one!"

"Hand on!" South formed an energy dome that protected them from the incoming projectiles.

"Got you trap!" They heard Lucy's voice from inside. "You can't move while maintaining that shield, and your buddy can't use his canceler without taking it out!"

"You bitch!"

"Hang in there, the sand is fading." Wyoming called out. But he became shocked when he saw Happy flying out of the sand storm while carrying Natsu with him.

"Got you know." The white Freelancer took aim and fired at the two. But Natsu simply lit up his hand with fire and deflected the bullet.

"Oh bugger…" Wyoming began to run down the Lacrima.

As Happy dived to the escaping Freelancer, Natsu shouted "Fire Dragon's Iron Fist!" and lit up his fist, then punched Wyoming into his fellow Freelancers.

"South!" Washington shouted. The female Freelancer looked up and saw their incoming comrade. She cursed under her breathe as she turned off the shield, allowing Washington to catch their partner, but subjecting them to the sand and glass mix. The small particles ended up in the magic devices of Washington and South, frying them beyond use.

As Washington and South removed their damaged equipment and Wyoming saw his sniper rifle had been melted by Natsu's attack, the sandstorm faded.

"Thanks, Scorpio." Lucy said as she pulled out her whip.

"We are! No problem Lucy, now if you excuse me," Scorpio said as he faded away. "I got a hot date with Aquarius. See ya!'

Natsu and Happy, both with proud smirk, landed next to Lucy. "What'd I tell ya." Natsu said to Happy. "A good team."

"That was awesome!" Happy cheered. "Let's do it again!"

"Alright then," Wyoming said as he and his fellow Freelancers pulled out magic batons from a compartment on the sides of their legs. "You folks are stronger than we thought."

"Good," Natsu smirked. "Then let's finish this fast!"

* * *

"Ice Prick!" Lyon turned around and saw Gajeel and Lily running towards them.

"About time you arrived." Lyon smiled.

Gajeel pulled the unconscious Sugarboy up and shook him. "Where's that damn key?!"

"That's enough Gajeel. The situation just changed to our favor"

"What does that even mean?!"

"Where are Merudy and Levy?" He asked Lily, ignoring the slayer.

"They were trapped under that monster." Lily explained. "But they will get out soon."

"Trapped? Never mind. The point I want to make is that with this," Lyon held up the fake key. "We can save our comrades."

"What?!" Gajeel and Lily asked.

"They wanted to use their Dragon Chain as a wire to pull the Lacrima into Extalia. But it's powered by Dragon Slayer Magic. So if we hit the Chain directly into the lacrima, all that magic will be released into it…"

"Reverting everyone back to normal." Lily gasped in realization. "Good work, Lyon."

"One problem." Lyon said. "The controls are in a chamber on the other side of a massive black door door."

"So break it down with our magic." Gajeel shrugged. "Problem solved."

"That's impossible." Lyon argued. "The door is supposedly made from an anti-magic lacrima."

"Maybe if we disguise ourselves and…" Lily stopped when they heard the approach of footsteps. They turned around, and were shocked at the sight of a battered but vicious Mirajane Rheas.

"Finally found you" She huffed. "And you have a copy of the key."

"She-Demon?"

"No-" Lily's eyes widened. "It's the Edolas Mirajane!"

"Does that mean," Lyon gritted. "Our Mira lost?!"

Mira just laughed as she marched closer to them.

* * *

Much latter, Mira was dragging the three unconscious and tied up Fairies to a pair of massive black black door. The two soldiers standing guard saluted for her.

"Glad you are safe, Captain Rheas." One of them said.

"Safe?!" His partner questioned. "Look at her injuries!"

"It's not a big deal." Mira said.

"Is that's one of the Fallens?" The first guard asked. "And who are the others?!"

"They are the keys for the Dragon Chain Cannon."

"The… Key?! But how-"

"Is his Majesty inside?" She demanded.

"Yes, ma'am." The two bowed as the doors parted away. Mira just smirked as she dragged her prisoners inside. "Eternal magic, here we come."

* * *

Eventually they arrived at a massive, opened-roof room, where a large machine was present. A control panel was present on the second floor of the room. Mira was welcomed by King Faust and hundreds of soldiers

"Mirajane." Faust greeted. "You have returned. Did you bring back the key?"

"Not quite." She admitted. "The original was destroyed. But this punk," She threw Lyon to the floor in front of her, causing him to groan in response. "Can make a new one."

"Like hell I would." The ice mage growled.

"Who is this boy?" The king questioned.

"He's a wizard from Earthland, and an ally of the Dragon Slayer and the Fallen."

"He must have come from the lacrima in the plaza." Faust theorized. "Never mind that!" Faust used the staff in his hand to slice the rope off the ice mage. "If he can make a new key, then have him do that so we can begin!"

"No problem." Mira smirked in response as Lyon got up. She snapped her fingers and a soldier tossed her a sword. "Start making, ice mage." She then lifted Gajeel up, slammed a foot onto Lily, and held the sword onto the Slayer's neck. "And no funny business."

Lyon glared at the woman, who continued with "Activate the Dragon Chain Cannon." as she pushed the blade closer to Gajeel's jugular.

Seeing he had no choice, Lyon moved to the Cannon, which was a massive cannon with two massive bust of Faust with wings on the side and a massive, dragon-headed barrel aimed at the sky.

"Hurry up!" Mira ordered. "Unless you want to see dragon guts?"

 _This is our only chance._ Lyon said as he brought his hands together, then took a deep breath as he separated them slowly, forming the key between them and astonishing the Edolas soldiers.

 _Once it's activated, we have to change its aim to directly at the Lacrima, freeing everyone!_ He plunged the key into the a keyhole at the foot of the machine, then turned it quickly. The dragon symbol on the Lacrima and the eyes of the Faust statues lit up in a purple hue.

"Finally." Faust praised. "It is activated! Glory to our kingdom"

 _Shit!_ Lyon cursed as he looked all over the machine. _Where are the controls?! How do I aim this?!_

Mira looked on in silence…

"Prepare to fire!" Faust ordered.

"That's it!" Mira then slashed the rope on Gajeel and pulled back his head.

"What is going on?!" The king shouted as his soldiers looked at the scene in confusion.

"Iron Dragon's Sword!" Gajeel swung his transformed arm, taking down dozens of men.

Mira smirked as she moved her foot, allowing Lily to rise up, pull the Musica Sword from the air, and do the same with more soldiers.

"What is - argh?!" Faust yelled as Mira appeared behind him, grasping his arms with one hand and grasping his neck with the other.

"Stop the countdown!" Mira shouted.

"Mirajane?!" The king shouted as the soldiers watched in confusion while the fairies each showed a knowing smirk. "What is this madness?! Why would you betray us?!"

"Isn't it obvious?" Mira said as the arm around his neck transformed into a demonic form. "I'm a Fairy of Earthland, Mirajane Strauss!"

"Ghi, hi, hi!" Gajeel laughed at the army as he and the others formed a perimeter around her. "Man, you guys were gullible."

"A clever ruse, if I would comment." Lily smirked.

"Plan was worth the risk." Lyon added. "By the way. Nice transformation, Mira. You even copied her clothes."

"Uh, yeah, copied." The she-demon replied, then turned to the soldiers. "Turned this cannon to the Lacrima, now."

"Don't listen to her!" Faust bellowed. "Fire now at the original target!"

"What do we do?!" One soldier shouted.

"You damn Earthlanders!" Another yelled at the four. "What cowards are you to take a hostage?!"

"With that lacrima, you already hold our guildmates hostage." Lily countered with a scowl.

"I say we're even up now." Gajeel smirked. "A king for a guild is a damn good trade."

"When it comes to our comrades, there's no limit in saving them." Lyon commented.

"Better listen, or it'll be off with his head." Mira commanded.

"His Majesty's in danger…"

"Forget about me!" Faust roared. "My life is nothing compared to the infinity! Fire and destroy the Exceeds!"

But the soldiers only disobeyed him, and the barrel of the cannon began to rise.

"Adjusting the targeting system."

"You dare give up on the eternal magic?!"

Mira just smirked. "Game over." But she then turned upward, and saw a familiar face heading down. "What the-"

"Strauss!" Rheas, wearing only a cloak and boots over her half-naked form, roared as she dived straight at the Earthlander.

"Shit!" Strauss cursed with her gauntlet in its green, scaly form.

"Rheas!" Faust said in victory. "You have returned!"

Strauss was forced to let go of Faust, who leaped away from her, in order to transform into Beelzea and intercepted her opponents.

"Even Pride can't stop you." Rheas gritted in frustration.

"His Majesty's is free now!" A soldier cheered.

"Readjust the aim, now!"

"Dammit!" Lyon growled.

"We're not done yet!" The captain roared at her opponent.

"You have bad timing you know!" Strauss growled back.

"Well, you stole my clothes!"

"What?" The other Fairies looked at Strauss in shocked, now realizing Rheas's undress.

"Hey, I needed a disguise, okay!"

"Fire!" Faust roared.

As the soldier slammed the activation button, the four Fairies roared in protest. The dragon tip of the cannon glowed as it was filled with magic, before being fired from the machine into the atmosphere as a massive bullet.

* * *

The bullet flew straight through the air, pulling a long metal chain with it. It then slammed into the bottom of the massive island, causing a mini Earthquake that startled the six on top as the island was being pulled.

"Whoa!" Lucy yelled.

"What's happening?!" Natsu growled.

"The Dragon Chain Cannon." Washington let out. "It's been connected."

"That means they didn't stop it!"

"But we're still it!" South shouted.

"Yes." Wyoming said calmly. "A fitting sacrifice for the eternal magic."

* * *

"Connection to the island is complete!" A soldier at the control panel reported to Faust.

"Excellent! Now ram it into Extalia!"

"Don't you dare!" Gajeel snarled. But a massive roar caused the fairies to look up as a massive Legion broke through the ceiling and flew towards them.

"Everyone!" Then they saw Levy and Merudy on the creatures back as it landed towards them. "Get on!"

"Levy?!" Gajeel shouted.

"Merudy?!" Lyon gapped. "What is that thing?!"

"When did they get a Legion?!" Faust demanded.

"It's my Legion, actually." Coco, who appeared behind the two girls, said.

"Coco."

"Can we stop that Lacrima with that?" Strauss asked as the four got on.

"No idea." Levy said. "But we have to do it!"

"Let's fly, Legi-Pyon!' Coco shouted. Her Legion roared as it flapped its wings, sending many soldiers falling away. As the creature took to the sky, Strauss looked down at her counterpart, who was seething in anger.

"Captain Rheas?" A soldier asked nervously.

"All the same." They heard her growl. "A stain in any world…"

* * *

 _Years ago_

" _Just come with me!" The newly named Captain shouted to the other white haired girl. The two stood in the middle of a battlefield, as both soldiers and Fairies fought tooth and nail._

" _You expect me to abandon my guild?!" Lisanna argued tearfully. "My family?!"_

" _Aren't I your family? It's not too late for and Elfman to surrender. You can become a proper citizen-"_

" _And just forget all the suffering the kingdom is causing?!"_

" _We're establishing order in a chaotic world!" Mira yelled back. But before she could continue she heard soldiers approaching._

" _Captain Rheas found one! Take her out!"_

" _No!" To the soldiers shock, Mira charged straight at them. But she froze when she heard her sister scream._

 _Turning around she saw that Lisanna had fought against a soldier that got past her, but recieved a dangerous slash at her chest._

" _Lisanna!" Mira screamed. The soldier was about to finish Lisanna when a massive hammer slammed him away._

" _Lisanna!" Elfman cried as he wrapped his arms around his younger sister. "Are you okay?"_

 _Mira was about to come over when Lisanna gave a burning glare. "Don't come closer!"_

" _Lisanna…"_

" _You lead them here. To kill my guildmates!" Tears started to come out. "I can never forgive you for that. I can't call you my sister."_

 _Tears then started to pool in Mira's eyes. "If you're going think me as you enemy, then that's what I'll be!"_

" _We're about to leave!" A male voice shouted as smoke filled the battlefield. Mira couldn't move fast enough as her siblings joined the Fairies in the escape._

* * *

"Tricking and manipulating everyone." Suddenly Rheas grabbed her white locks, then used the Seven Deadly Sins to slice it off into a pixie cut.

"If you see a Mirajane with hair longer than this," She growled at them. "Kill her." She began to march out of the room. "First Division, pursue them at full force! And prepare the All-Legion Platoon for flight!"

"Yes, ma'am!"

"I shall go as well." Faust proclaimed. "Prepare the Dorma Anim for war."

"B-but your Majesty," A soldier stuttered. "It's forbidden by law! Article 23 of the Kingdom's Constitution prohibits it under any circum-"

"Get it ready! My word is law!"

* * *

"Why is this island even moving?!" Natsu shouted.

"This is the Army's mission becoming complete." Washington answered somberly. "We'll be colliding this Lacrima into Extalia, destroying both at once."

"How could you guys do such as thing?" Lucy asked in shock. "So many lives, both human and Exceed…"

"For unlimited magic power." Wyoming stated. "I thought it was obvious."

"Guys!" Happy yelled. "It's getting faster!"

* * *

"Just a bit more!" Gajeel shouted as the Legion got close to the island. "Let's stop that thing!" Legi-Pyon roared as it slammed its head straight into the moving island.

"Do your best, Legi-Pyon!" Coco said. But despite pushing at full force, the Legion could not even slow the island down.

"It's no use!" Merudy shouted. "It's barely changed its speed!"

"We'll have to unleash our magic on it!" Mira stated.

Gajeel growled, then raced up the Legion's back and slammed his head into the island. He roared at max volume as he unleashed his strength into the island.

"Come on!" Natsu shouted as he, Lucy, and Happy raced to the edge of the island.

"You can't think that you can even slow it down!' South shouted at them.

"You guys rather die here as just the Kingdom's pawns?" Lucy challenged.

"Besides," Natsu smirked. "If there's something that Fairy Tail's full of, it's stubbornness." The three leaped down and joined the other Fairies at pushing the island.

"Natsu, Lucy?" Mira gritted as she released her power at the island. "Why didn't you turn this lacrima back to normal?!"

"Hey, those soldiers were in our way!" Natsu protested.

"Even if he starts, it'll take too long!" Lyon shouted.

"We'll have to stop this at any cost!" Lily shouted.

"No," Levy gritted back. "We will stop it!"

As the Freelancers watched from above, they saw a familiar face. "Coco?!" South yelled in shock.

"Hey guys!" The young girl replied with a smile. "I realized… I don't want infinite magic! I rather have an infinite amount of smiles!"

"You have to get out of here Coco!" Washington shouted.

"This island won't stop," Wyoming said. "Even by a few Earthlanders and Fallens."

"We'll stop it!" Gajeel roared at them. "Even if it this pile of rock us down, we'll use up everything we got to slow it down!"

But it was already seeming futile, at the island began to grind at Extalia, beginning at Happy's home.

"Darling…" Marl gasped as they saw the sight in horror.

"Kaah!" Lucky shouted in shock. "What the hell's happening?!"

* * *

The Exceeds in the main city had also noticed the approaching island.

"The Kingdom's armies are approaching!"

"The humans are actually invading us?!"

"Why those lowly humans would even think of attacking us?!"

"Have they forgotten the power of our Queen?!"

"She'll show them how foolish they are!"

"Maybe we should react sooner than later…"

"Don't be a scaredy cat! The Queen will stop them!"

"The Lacrima's already collided." Kagura said in horror. "We're too late."

"No," Carla said. "It seems it stopped at the edge."

"I'm sorry, Carla," The swordsgirl apologized. "We failed to convince them…"

"It's not too late, Kagura!" Carla turned to the other Exceeds. "You need to listen-"

"Just scram, Fallen!" A rowdy Exceed shouted as he lifted a medium-sized rock, then threw it at Carla. Carla braced for the incoming projectile.

"No!" Nadi screamed as he leaped in front of Carla, taking the hit on his head.

The crowd gasped. "Sir Nadi!"

"You shouldn't be throwing rocks." The minister said as he got off the ground. "Someone could get hurt. These two had warned us about this. But didn't listen and now this is the result."

"What the hell are you talking about?!" An Exceed yelled.

"Why worry about a bunch of humans when the Queen can stop them!"

"Uh…" Nadi sweated buckets as he prepared an explanation. "The thing is…"

"It's alright, Sir Nadi." A woman's voice said. "It's time they learned the truth."

Approaching the crowd and being escorted by four elderly Exceeds was a white-furred Exceed woman, wearing many layers of cloth, gold bracelets around her wrists, and a silver crown around her head.

"Your Majesty!" Nadi shouted as he and the other Exceeds bowed, while the two fairies looked in confusion.

"So that's here," Carla stared in a mix of raw emotions. "Queen Shagotte, leader of Exceeds."

"Everyone," Shagotte began. "Please raise your heads, and listen carefully to what I am about to say."

As the Exceeds straighten up, they murmured on what their queen shall do.

"Right now, Extalia is on the brink of destruction. This was a fate that couldn't be fought. So now I have come to a decision."

"You're gonna destroy the humans, right?" An Exceed asked.

"Shut it!" Another shouted back.

But to everyone's surprise, she performed no magic. Rather, she shedded away the many fabrics until she was just in a violet top and white pants.

"Your Majesty-"

"I have come to the decision to tell you the truth." Shagotte said as she removed her bracelets and crown, then dropped them unceremoniously to the ground. "I am not a Queen, nor a Goddess. Just a normal Exceed like anyone else. I have no power to destroy the Exceeds." She then activated her Aera, revealing only a single white wing. "I barely have as much power to fly as the rest of you."

All of the citizens looked in shock at the revelation, their entire world crumbling before them. "Forgive me, all of you." She faced the two Fairies with guilt painted on her face. "Your names are Kagura and Carla, correct? I must apologize to you as well. Everything that happened was my fault. Forgive the others for not knowing."

"What do you mean?" Kagura asked.

"No." One of the elders spoke up. "It is us elders who are responsible. Responsible for making a 'Queen' in the first place."

"The truth is, we are a weak race." A female elder said. "Yes, we can make magic internally, but we can only use it for Aera. Because of this, we were easily harassed by humans. So centuries ago, in order to protect ourselves, we fooled the humans into thinking we have special powers. We even did so to our fellow Exceeds; in order to grant them more confidence, we had them believe in a power of a god."

"At first, the humans didn't believe us," A third elder said. "But over their generations, they slowly began to fear our godly powers."

"But even so," The fourth elder finished. "The power of a god was nothing more than a lie, one known by only a few Exceeds.

"For example, the killing of humans 'To keep them in check' was another lie. We can't choose which human to die, nor do we have the power to do so."

"But we have one power." The first elder stated. "Shagotte has the power to look a bit into the future, and see when a person shall die. So we made it look as if she was causing their deaths."

All the Exceeds began to cry. "You're lying!"

"Our Queen's a god!"

"Just destroy the humans already."

Shagotte remained silent as a tear fell down her face.

"This is irrelevant." Carla muttered.

"Carla…" Kagura warned, but her partner did not back down.

"Whatever power you had, you still ordered my friends to die!" Carla shouted.

"Shagotte did no such thing!" An elder argued. "The king must have used her existence to…"

"No it wasn't!" She shouted back. "You were the ones that put strange memories! Orders to kill the dragon slayers! You wanted me to become a killer before I was even born!"

"That was…" Shagotte began nervously, holding her arm as she looked away.

"That was a misunderstanding!" Nadi yelled as he waved his arms frantically. "If you let me explain the truth-"

"I don't care what the reason was!" Carla shouted back. "I can't forgive it either way!"

"Carla, calm down." Kagura said to her. "This isn't the time."

Suddenly Shagotte pulled out a sword, then unsheathed it. "Miss Carla, you are right." She said as she tossed the sword by Carla's feet. "You are an innocent child, but you were forced with the heaviest burdens." She then bowed to one knee, her head held low. "I thought I can prevent this, but this is how it ends. Please pass judgement on my sins by your hands."

"Your Majesty, please don't!" The Exceeds cried as they protested against this.

"As someone that cares both for humans and Exceeds, you have that right."

Carla looked down at the blade. "Don't!" Kagura shouted at her. But her partner simply picked up the sword.

"Keep away!" The false queen shouted at the citizens who wanted to stop Carla. "I shall go down along with Extalia."

Carla stepped closer to Shagotte, ignoring her partner's protest and the cries of the other Exceeds.

"Please leave everyone!" Shagotte cried. "Extalia's fate is to fall! Leave while you have a chance."

Carla gritted her teeths. She rose the sword above the false queen's head…

"Don't give up so easily!" Then struck it straight into the ground in front of her.

Everyone was frozen in shock at the young Exceed's action. "This is our country!" Carla shouted, then turned to the tearful crowd. "How inept are you that you can't do anything without a queen or a god?!

"Even if it was a lie, you lived as best as you could!" Tears began to pool in Carla's eyes. "Why give up so easily?! Who cares if you're weak?! If you stand together, you can do anything! This country won't crumble! It is my homeland, and I won't abandon it!" She then activated her wings and took off to the Lacrima. "I will stop it!"

"Carla…" Kagura gasped as she and the rest of the tear-filled Exceeds watched in awe. Eventually, one of the Exceeds activated his Aere.

"Sir Nadi?" Shagotte asked.

Nadi just gave a tearful smile. "I shall go too." He said as he continued to pump his arm. "Because I love this country too."

* * *

"We're going to get crushed at this rate." Levy gritted, the speed of the Lacrima island already eroding through Extalia.

"Hold your ground!" Lily ordered.

"We have to stop this at any cost!" Mira yelled. All the Fairies pushed at the island with all their strength, but it slowed not even a bit.

"Such heroics." Wyoming drawled as he held out a gun, then aimed it at the raging Natsu's head. "What a waste of energy."

He was about to pull the trigger when Washington grabbed it from him, then threw it off the island.

"What's the big idea, Wyoming," The black Freelancer growled. "Killing someone who's too busy to fight back at the moment?"

"Our orders are to secure the Lacrima at any cost."

"What's the point anyway," South growled. "As if it matters when what we do if we die."

"If there's even a glimmer of a chance this fails, it must be whipped out."

"Wait a minute… you son of a bitch!" She grabbed the white freelancer by his armor. "Are you saying you would even kill Coco?!"

"It pains me to say this, but yes."

"I can't believe you." Washington growled.

As the three spoke, Carla arrived at brink speed and joined the others with pushing the Lacrima.

"Carla!" Happy shouted. "You have to go! It's too dangerous!"

"I won't give up!" She cried out. "I will protect Extalia and Fairy Tail!"

Suddenly a blur came at them, and soon Nadi appeared by slamming his head into the island.

"Sir Nadi!" Lily gasped at the familiar Exceed, who smiled back at the larger Exceed. "Oh, Pantherlily. It's been too long!"

"What are you doing here?" Carla asked

"I wanted to help," The minister said. "And so does everyone else." Everyone turned around and saw hundreds of Exceeds, the entirety of Extalia, flying towards them. They saw Kagura too, being carried by a determined Exceed as well.

"Everyone came…" Carla, Happy, and Lily looked at the sight in amazement.

"We're here to save our kingdom!"

"For our Queen, who protected our country, no matter what!"

"Forgive us, Carla!"

"Come on, everyone!" Kagura shouted. "Give it everything you got!"

As the Fairies looked on, Lily saw a familiar face in the crowd and smiled…

* * *

"Shagotte!" An elder shouted at their queen. "You can't fly with just that wing!"

"No…" She gritted as she beated her single wing with all her strength. "I have to. We must do everything we can!"

"Shagotte…" She smiled when she saw a familiar black Exceed. "It's good to see you again, Pantherlily..."

* * *

"What is this?" Lucky said as he and his wife watched the sight in shock.

"The Exceeds," Marrow said in awe. "All coming together

* * *

Washington continued to stare before he ran off the edge of the island onto Legi-Pyon, then joined the Fairies and Exceeds in pushing the island.

"Wash!" Coco gasped in shock. "But why-"

"If people can come together to fight our king, then that means hope for our future. Sides," He smirked under his mask. "Eternal magic isn't worth letting him fuck another group of people.

"Glad you're on our side now!" Natsu grinned at the Freelancer.

"Dammit, Washington." Wyoming shook his head as he prepared a blaster. "This is high treason…"

But he was stopped when a leg launched into his crotch, even shattering his protective cup. As he grasped at the burning part, South gave him a sucker punch that knocked him out.

"Tell our great King that he can fuck himself!" She then joined the others in pushing.

"You too?" Lucy asked her in shock.

"Don't make a big deal of it, bimbo." South snarked back. "I'm only this cause I want to screw the army over, not cause I care for these cats."

Lucy just chuckled. "Hey, the more the merrier."

"We'll help as well!" Happy smiled at the two approaching figures.

"Ma! Pa!"

"We won't let you do this alone, Happy!" Marrow said as she and her husband joined in.

"Kaah! It's seems that Extalia can do something right for once!"

"Everyone!" Lily roared. "Give it your all!" At this moment, wizards and freelancers, Earthlanders and Edolosians, humans and Exceeds, all came together and pushed at the lacrima with all their might. The island began to slow down, and soon began to move away from the island.

"It's actually working." Washington said in shock.

But as this occurred, Shagotte felt her magic reaching its limit, and her single wing fell as she fell to the earth below.

"Your Majesty!"

"Shagotte!" Lily roared.

"AHHH!" She screamed as she plummeted. But out of nowhere, a white Legion came, and from it a cloud of mist rocketed towards her.

"I got you!" It shouted as it solidified into a human shape, caught her, then accelerated upwards before landing back on the island. His form then became a recognized person as he placed the queen down.

"Mystogan?!/Laxus?!"

"Everyone keep back!" Mystogan then pulled out his staves, then threw them up so that landed on the edges of the island. He made a series of hand gestures that caused the lacrima to glow before releasing a white flash that pushed everyone back.

When the light faded, everyone from the Exceeds to the humans that they were carrying were shocked that not only at the island vanished, but it was empty save for an unconsious Wyoming and a massive gulch where the lacrima once was.

"It's gone." Merudy said in shock.

"Don't worry." Mystogan said to the crowd. "I sent it back to Earthland."

"You're okay." Kagura smiled tearfully at the man. Mystogan smiled to her under his mask.

"Sorry I was late. First, I had to recover after Florida's attack, then I had to find a new Anima large enough to return everything back. I have to thank all of you. Your efforts help me find the lacrima.

"Returning everything," Gajeel mumbled while Lily carried him. "Does that mean…"

"That's right. The lacrima will pass through the Anima once more, and turn back to normal once in Earthland.

At this the Fairies turned to each other and smiled, peace filling them knowing that their comrades were safe. Even Coco and the Freelancers were smiling.

"Lily," The large Exceed turned to Mira, who held a somber look. "I should apologize. After seeing Mystogan's real face, I thought that you and he were plotting something that would put our guild in danger." She frowned. "Some guild mate I am."

"It's alright, Mirajane. Your suspicions had reasons in your position. I should be the one to apologize for not telling you. We feared that Faust would send his agents after the two of us, and even the two of you as well."

"That was proven with Florida." Carla muttered

"Well I know now you're still our friend," Mira replied. "a part of our family."

Around them the Exceeds were cheering at the victory.

"Did we do it?" An Exceed asked cheerfully.

"We actually protected Extalia!"

"Thank you, Laxus." Shagotte said tearfully at Mystogan. "For helping us in this time…"

As he removed his mask, Laxus beamed back at the white Exceed. "You and Lily saved me years ago, Shagotte. Least I could do is save your homeland."

"You've grown, young prince."

"Hold on," Levy gasped. "Prince?"

"No fucking way..." South stared at the scene in shock.

"Laxus…" Washington. "As in the Laxus… he was the terrorist..."

"The prince has returned home." Coco cheered tearfully.

"Are you saying that Mystogan, the Edolas Laxus," Lyon began patiently. "Is a prince of Edolas…"

"That explains so much." Natsu said with a dropped jaw.

"That's what bothers you people?" Gajeel questioned. "How about the fact that he was raised by Exceeds, one that was our guildmate."

"...Gajeel, you were raised by a dragon." Lily deadpanned. "I doubt you are one to talk."

"Ha!" Gajeel smirked. "You ain't denying it!"

"Raise would be a bit of an exaggeration." Shagotte said, rubbing the back of the head in embarrassment.

"You two helped me back on my feet after Lily found me." Laxus smirked. "Meant a lot to me."

"Alright," Mira sighed. "I think we need an explanation."

"I agree." Gajeel said.

"Alright." Lily chuckled. "I suppose you have the right to know. You see-" He, Gajeel, Mira, Natsu all stiffened up suddenly. Then Lily threw Gajeel straight to Laxus and Shagotte.

"Wuah!" Gajeel screamed as Laxus managed to catch him. "No-" He turned around too late, and everyone froze at the sight.

Blood leaked from Lily's open jaw as a beam of violet light had pierced straight through his abdomen, sending burnt flesh, clothe, and bone fragments into the air.

"No!" Gajeel roared.

"Lily!" Laxus screamed.

"Pantherlily!" Shagotte cried.

"It's not over." Everyone looked down, and saw Mirajane Rheas on a Legion, and her gauntlet aimed at them and smoking. And behind her, were hundreds of Legions with soldiers riding them. "It's not over yet, you bastards!"

 **Gajeel: Seriously! Why you want to kill Lily?!**

 **I don't. Just amping up the drama. By the time I do kill a Fairy Tail wizard, it would a lot more serious.**

 **...Um, slight spoiler warning.**

 **Gajeel: Too late.**

 **Well, I hope you enjoyed this, especially with the great battle coming up. Don't forget to follow and favorite, and leave reviews if you enjoy.**


	51. All the Prince's Fairies

**Welcome back everyone. With Fairy Tail less than nine chapters away from finish, I hope I can satisfy any remaining cravings you may have. First I want to thank Phoenix80803, nvrsky, Glorificate, and 17tmoore234 for favoriting or following Alternate Tail. I also want to thank 17tmoore234, OneWhoCharms, Ray Akaba 210, and Fin-Fish Jun-Tenshi for their reviews. And I am glad that you guys are enjoying. As for Juvia's power in the next arc, 17tmoore234, you'll have to wait and see.**

* * *

 **Alright, I'll have these three Handle the disclaimer.**

 **Gajeel: Whatever, DigiXBot doesn't own Fairy Tail.**

 **Natsu: He also doesn't own any characters from Red vs Blue.**

 **Kagura: They are the property of Hiro Mashima and Rooster Teeth respectively.**

* * *

 **All the Prince's Fairies**

 _Blood leaked from Lily's open jaw as a beam of violet light had pierced straight through his abdomen, sending burnt flesh, clothe, and bone fragments into the air._

" _No!" Gajeel roared._

" _Lily!" Laxus screamed._

" _Pantherlily!" Shagotte cried._

" _It's not over." Everyone looked down, and saw Mirajane Rheas on a Legion, and her gauntlet aimed at them and smoking. And behind her, were hundreds of Legions with soldiers riding them. "It's not over yet, you bastards!"_

* * *

Rheas's attack caused Lily to be projected forward. Laxus steered his white Legion to be in a position for Gajeel to catch him.

"Dammit!" Gajeel growled as he laid his partner flat on the beast, his red blood staining on the Legion's white feathers.

"He's still breathing." Shagotte said in a worried tone as she checked the larger Exceed's pulse. "Laxus…"

"On it. One Layered Magic Circle: Purity Sonnet!" With a series of gestures, Laxus formed a small, violet magic circle above the massive hole, and not only did the bleeding stop, but Lily's flesh and bones were slowly growing back.

"Like ducks in a barrel!" Rheas smirked as she blasted once again at the distracted group.

"Darkness Stream!" Strauss, in her Beelzea form, flew in front of the attack and scattered it away.

"Strauss…" Rheas growled

Pure rage was etched on her counterpart's face. "You really want to go there?"

Laxus turned away from his spell to glare at the white-haired captain. "You've changed a lot, Mira. You really want to attack a prince of Edolas…"

"So you really betrayed us." Rheas looked at him in anger

But before Laxus could respond, a large and powerful voice echoed throughout the land. "I DO NOT SEE YOU AS MY SON."

"The king's voice!" South exclaimed.

"But where's it coming from?" Lyon questioned.

"WHEN I HEARD REPORTS OF YOUR DEATH IN THE DESERT, I PRAYED FOR A MIRACLE OF YOUR SURVIVAL." Faust continued to boom. "BUT THAT MIRACLE HAD TURN YOU INTO AN ENEMY OF EDOLAS IN THE SEVEN YEARS YOU'VE BEEN GONE.

"THAT'S RIGHT. I KNOW THAT YOU AND THAT FILTHY FALLEN HAVE BEEN DESTROYING MY ANIMA'S! I HOPED THAT FLORIDA WOULD HAVE BEEN WRONG, BUT NOW I KNOW YOU HAVE CHOSEN ALIENS AND FALSE GODS, OVER YOUR OWN COUNTRY!"

"Where's that voice even coming from?" Kagura asked

"Show yourself, ya coward!" Natsu roared.

"Give it up, old man." Laxus said coldly. "Your Anima operation failed. There's no reason left to fight."

"A FIGHT, IS THAT WHAT YOU THINK THIS IS?" The forest below them began to shake with the earth. "THIS IS A SLAUGHTER, NO, A CLEANSING OF THE ENEMIES OF THE KING." Large metal feet stomped heavily on the ground.

"What is that?" Levy asked fearfully.

"ANYONE, EVEN YOU LAXUS, WHO DARE DEFY ME, WILL BE WIPED OUT! THEY'LL BE NOTHING LEFT."

"Father…" Laxus growled, fear starting to creep in.

"THAT'S RIGHT. I SHALL KILL YOU. YOU AND YOUR PRECIOUS FAIRIES. THEY'LL BE NO ONE LEFT TO STOP ME. I SHALL HARVEST EARTHLAND UNTIL IT IS DRY. I SHALL TRANSFORM EVERY LAST EXCEED. FOR NOTHING IS IMPOSSIBLE FOR A KING!"

Roaring immensely was a massive dragon automaton that stood at 20 feet tall on bent reptilian legs that were as thick as tree trunks. Massive arms that each ended with two claws extended from the sides of the machine. A ten foot, bendable tail danced behind it, while an elongated metal head had glowing red eyes that could pierce through steel.

Everyone looked in fear at the massive machine. "Dorma Anim…" An Exceed gasped in fear.

"'Dorma Anim,'" Laxus mumbled. "That means 'Dragon Knight' in the old tongues… is that some sort of armored dragon?!"

"It certainly looks like a dragon." Mira stated.

"What kind of armor we're talking about?" Gajeel asked.

"It's a ridable armor suit that contains a magic-canceller, which nullifies all external magic attacks." Washington explained.

"Kinda like your weird tech, but pure magic." Natsu said to the Freelancer.

"But right now, the king is piloting the Dorma Anim!" Coco shouted.

"MY SOLDIERS!" Coming from the Dorma Anim, Faust's voice roared over the terrain. "CAPTURE EVERY LAST EXCEED!"

"Yes, your Majesty!" Each one of the Legions flew at the Exceeds.

"Everyone move!" Laxus shouted. But it was for naught as the the soldiers aimed their cannons at the fleeing Exceeds, blasting many with a light that transformed them into Lacrimas.

"Run!"

"Waah!"

"We'll become crystals!"

"Everyone, run!" Shagotte called out.

"It's too dangerous, Shagotte!" Laxus said as he held her back.

"We have to protect the Exceeds!" Lyon shouted as he, Levy, Merudy, Lucy, Coco, Wash, and South landed on Legi-Pyon.

"That means taking on Rheas and the others." Levy said.

"What about that mecha?" Merudy asked.

"That's things immune to magic," Wash answered. "There's no chance of fighting it head on."

"Right now, we have to get the Exceeds out of here!" Lucy yelled. "They're defenseless against them."

"NO HUMAN SHALL ESCAPE!" Faust roared. "Rheas!"

"Yes, sir!" Rheas ordered her Legion to fly straight at Legi-Pyon.

"No you don't!" Strauss flew quickly at her counterpart, then sliced her Legion's troath, forcing the massive beast to fall into the earth with its screaming rider.

"Finally…" Strauss breathed. But relief quickly fled when a black-armored being tackled into her.

Recovering from the impact, she was startled to see Rheas flying in front of her, with two black, metallic bat wings coming from the back of her armor.

"Last time you one you had the advantage of flight," Rheas smirked. "But with Lucifer's Wings, we're on equal footing, well, equal wings."

"Don't act so cocky," Strauss snarled. "As if that will change things."

"Oh, really? Wrath!"

"Evil Spark!" And both Mira's attacked each other, releasing their power at full might.

"ONE LESS FAIRY TO HIDE BEHIND, LAXUS." Faust roared. The Dorma Anim roared as it launched a massive white beam at his son.

"Three Layered Magic Layer: Mirror Water!" Laxus shouted as three magic circles formed in front of him, collecting the energy into a sphere, before breaking it apart into several beams that struck the Dorma Anim, releasing a massive amount of dust.

But Laxus became shocked when the dust faded, revealing the massive machine to be unscratched.

"Shit!"

"HAVE YOU FORGOTTEN?! DORMA ANIM IS IMMUNE TO MAGIC!" Faust prepared for another strike-

But was stopped when Gajeel leaped from the Legion and slammed his fist into the neck of the mecha.

"WHO DARES?!" Gajeel smirked as he leaped off the Dorma Anim while a fireball tackled into its chest. As the Dragon Slayers pulled back, Faust was startled that the two managed to cause some damage to the Dorma Anim.

"HOW CAN THEY DAMAGE TO THE MAGIC-IMMUNE DRAGON!" Faust was startled when his sensors detected an anomaly in the environment. And while he wasn't affected, the many rocks that suddenly flew up from the earth put the Dorma Anim off balance.

"You may be immune to my magic," Kagura said as she shut down her gravity field. "But that doesn't make you invulnerable."

"Nice work, Half-pint." Gajeel said as he and Natsu stood next to you.

"I'll leave direct damage to you two."

"I say that Dragon Slayer magic caused more than enough for all three of us." Natsu said with a smirk.

"What are you guys-" Laxus began.

"Just leave this to us, Laxus." Kagura said to him.

"Killing dragons is in me and Metal Face's job description." Natsu added

"Sides, you're too busy keeping Lily alive and saving the Exceeds." Gajeel said.

"He's right." Shagotte said to the blond-haired man. Laxus turned to Lily and saw the magic circle he made was weakening, the Exceed's healing slowing as a result.

"Alright." Laxus nodded. "I leave this you, Gajeel."

"Ghi hi," Gajeel smirked. "Try to stay alive, Maskman."

"On it!" Laxus commanded his Legion to fly up.

"Everyone!" Shagotte called out to the frighten Exceeds. "Head to the forest, they'll cover us!" Many Exceeds heard her call and followed her and Laxus to cover.

"Come on!" Lyon shouted to the others on Legi-Pyon. "We need to give them some cover fire!"

"Sure it's okay to leave those three against the Dorma Anim." South questioned.

"It may be a machine, but it still a dragon." The ice mage replied proudly. "Kagura controls one of the most powerful forces and one of the most powerful weapons in Earthland."

"And Gajeel and Natsu have trained for years to fight dragons." Levy added. "They're dragon slayers, the only wizards that can match Dorma Anim head on!"

"Won't mean much if the Royal Army helps Faust in his slaughter." Wash said. "So let's do our part!"

"Right!"

* * *

"You're insane." Lisanna Rheas growled at the blue-haired mechanic, while the rest of the Fairies were in debate.

"I get that it's hard to believe." Levi said to the crowd. "But the Royal Army is planning on fighting the Exceeds. Gajeel told me of this."

"I know of Gajeel." Erza said. "Her information is always reliable."

"But that doesn't mean fighting the Royal Army!" Natsu protested fearfully.

"With their advance magic, they got us outmatch." Lucy added. "And that's not even including their Freelancers."

"Why don't we wait for the army and the Exceeds to wear each other out?" Droy suggested. "Then swoop in for the kill."

"It is a valid strategy." Cana nodded.

"Or we can go in and support the king." Merudy said. "If he's right, he could get all the magic he wants."

"And by aiding him, the Kingdom will be in Fairy Tail's debt." Kagura added.

"It'll be a win-win for all of us." Lyon nodded.

"You really think so, Lyon-kun?"

"Calm down, Merudy!"

"That won't work." Lisanna argued. "Once it's over, the King will strike at our backs."

"And while Droy's plan sounds good, there's a good chance the king will still have enough to finish us." Levi said.

"If you ask me," Alzack said as he pulled Bisca closer to him. "I rather stay here nice and safe with my Bis-Bis."

"Same here," Bisca added. "We got little chance of finishing of the Kingdom at any point. Why not just live for anoth-"

"We won't have another day!" Levi suddenly shouted. When the crowd became silent he continued. "Faust won't just stop with the Exceeds. With the magic he'll get, he will trap our world in darkness and fear. Free to impose his will on every last soul. And nothing can stop him.

"Besides." He sighed. "We can't run forever."

"What do you mean, Levi?" Erza asked in concern. "We could gather any supplies we need on the go."

"I mean that literally, we can't run forever." He pointed at the teleporter. "Before I went to help those Earthlanders, I checked and saw that we only have one jump left. After that, we're sitting ducks."

"What about your experiments?" Elfman asked hopefully.

"They won't generate enough energy. The point is that right now, Edolas is at a turning point. And how we end up is based on what we do today. They are at least 10 Fairy Tail wizards from Earthland fighting with their lives to stop that tyrant. Our choice is to either live or die now as heroes, or die latter as cowards. So what do you say?"

* * *

 **"** **Great." Gajeel growled as he, Natsu, and Kagura faced off against the Dorma Anim in a massive clearing. "I can't believe we have to team up again!"**

"This is gonna be the last time we do this!" Natsu shouted back. "Got it?!"

"Don't have to tell me twice!"

"Um, guys." Kagura called out. "Maybe we should focus on the king first."

"No problem." Gajeel smirked.

"YOU REALLY THINK YOU CAN DEFEAT ME?" Faust questioned.

"You bet." Kagura said as she thrust her hands forward. Suddenly Gajeel and Natsu felt a strong force from behind pushing them forward.

"Whoa!" The two were startled at first, but they managed to regain their bearings and used the speed to crash into the Dorma Anim, pushing it back.

"Iron Dragon's Club!"

"Fire Dragon's Sword Horn!" While both attacks didn't bring down the machine outright, it did left noticeable damage.

"Damn them…" Faust cursed inside the machine.

"Guys!" Kagura called up. "Jump!" The two then felt their weight decrease.

"Alright!" Natsu then jumped several meters into the air. "Fire on the left, and on the right!" Two flames appeared in each of his hands. "Bring them together and…" He brought them together to form a massive sphere of fire. "Fire Dragon's Brilliant Flame!" He threw it straight at the machine, leaving noticeable burns on it.

"Argh!" Faust cringed as his control room became an intense sauna. "Already at 75 percent damage?!" He then saw Kagura with her arms outstretched. "That brat. She's somehow controlling their gravity. Then let see its range! Dragon Rider Missile!" The back of the Dorma Anim opened up to reveal multiple ports that launched dozens of rockets flying straight at Kagura.

"Oh no!" As the missiles came close, Kagura brought together her hands, and soon they moving around her.

"WHAT?!"

"Ergh!" Kagura cringed from the strain on her magic. "Release!" The rockets stopped spinning and began to fly in every direction. But it wasn't enough as they turned around back to her.

"Half-pint, move!" Gajeel shouted. "They're tracking you!"

Kagura used her gravity magic to push herself away from the missiles, but in her haste she stumbled over a crack in the ground and fell flat. She looked in horror at the approaching projectiles.

"Urah!" Natsu jumped over her, then gave a burning spin kick that destroyed and blasted away the rockets.

Natsu landed on the ground and smirked. "You okay, kid?"

"I'm fine," Kagura said as she got up. "Thank you, Natsu-san."

"YOU LITTLE." Faust growled. He prepared to fire again, but his systems showed him that damage was occurring on the back.

"Good thinking Salamander!" Gajeel, with his hands as hammers, grunted as he banged on the ports on the Dorma Anim's back until they were sealed shut.

"GET OFF!" Faust roared as he made the mecha shake, forcing Gajeel off.

As this happened, Natsu spotted two missiles, albeit with red bands on them, approaching him. "Look's like there's some left." He charged straight at them

"Natsu-san don't!" Kagura shouted. "They're not like the others!" But it was too late as the missiles stopped flying before blowing up, releasing massive amounta of flames.

"FINALLY!" Faust laughed as the fire grew larger. "NO MERE WIZARD IS A MATCH FOR ME!" But to his shock, the fire began to shrink as it was sucked away into-

"Man!" Natsu shouted as finished eating the flames. "That's some nasty tasting fire."

"You're telling me!" Faust turned the Dorma Anim's head to see that Gajeel was crunching into its tail. "The iron is just as shitty!"

"AWAY!" He swung the mecha's tail to send Gajeel off, letting the slayer land next to Natsu and Kagura. "ARE ALL EARTHLANDERS THIS AMAZING?"

"You're not so bad yourself," Gajeel said with a smirk. "No wonder that hunk of junk is called a dragon."

"That's no dragon." Natsu laughed. "Just an old man hinding in a suit of armor."

"He doesn't have any guards with him." Kagura said. "All we have to do is take him down and it'll be over."

"NOT QUITE, LITTLE GIRL." Faust bellowed. To the fairies shock the machine began to shift in form.

"DRAGON SLAYERS ARE QUITE THE INTERESTING PEOPLE, NO, WEAPONS!" Magic energy began flowing from the earth into the changing mecha as its armor became black.  
"YOU TWO SHALL BE THE GREATEST WEAPONS IN MY POSSESSION! AND YOU GIRL, WILL BE PROJECT FREELANCER'S NEWEST GUINEA PIG!" The Dorma Anima was now a 30-feet tall humanoid machine with black armor and two swords on the arms, and its long tail now a ponytail.

"LET DORMA ANIM: BLACK HEAVEN BREAK YOUR SPIRITS APART!"

"Oh yeah! Iron Dragon's Sword!" Gajeel leaped forward and swung his transformed arm at the beast. But with only one arm, the Dorma Anim managed to block the attack.

"HA HA HA!" Faust laughed maniacally as it used the other arm to grab Gajeel and threw him away.

"Shit!" Natsu cursed as he and Kagura looked at the enhanced machine in horror. "It's too powerful now!"

"YOU HAD LITTLE HOPE TO WIN, AGAINST A KING!"

* * *

"Urghhhh." Lily opened his eyes to see a pair of concerned gray eyes.

"You need to take it easy." She said. He looked down and saw the layers of bandages wrapped around his waist as he laid against a tree.

"What happened?"

"Rheas attached you." Laxus answered. He was standing nearby with many young Exceed. "She and my father led an army to wipe out the Exceed. Right now Mirajane is facing her while Gajeel, Natsu, and Kagura are dealing with my father. The rest of our guildmates are handling the army."

"And what of the Exceeds?"

"Laxus and I managed to evacuate some of them," Shagotte answered, then sighed. "But most were transformed into Lacrimas."

"No…"

Laxus saw the longing in the two and turned to the young Exceeds nearby. "You guys want to help me check the shields real quick?"

The little ones looked at him in excitement. "Really?"

"Okay, Mr. Human!"

"His name is Laxus." Shagotte chided them softly.

"Oh, sorry your Majesty." The young Exceeds looked up at Laxus. "Can we go now, Mr. Laxus?"

The blond-haired man chuckled. "Sure thing." They then left, leaving the two older Exceeds alone.

"He's grown so much in the last few years." The white Exceed noted.

"He did managed survive in Earthland on his own for a few years." Lily said in agreement. "I was worried when we got separated when arriving in Earthland, but he showed his resilience when I saw him in Fairy Tail." He tried to get up but then felt a burst of pain at his waist.

"Honestly, Pantherlily." Shagotte said as she helped him down. "You always push yourself."

"Says the woman who flew out there, despite her own limits in flying?" Lily teased with a smirk.

The white Exceed laughed. "I learned that from you, remember."

"And I'm sure that Carla inherited it from you as well."

At this her face fell. "How did…"

"She looks just like you, Shagotte. No else could be her mother. But why was she in Earthland? And what was this mission she spoke of?"

At this Shagotte explained everything. About the mission. About the 99 Exceeds eggs. And about Carla. When she finished, Lily was left in complete shock.

 _So that means… she's my..._

"Lily." The two looked up and saw Laxus returning with the young Exceeds. While the younglings were filled with joy, the Fairy Tail wizard was clearly tired.

"Too much for you, Laxus?" Lily asked, still dealing with the revelation.

"They're a bit of a handful." He admitted. His expression then became serious. "Gajeel, Kagura, and Natsu can't hold down my father forever."

"What are you planning?" The larger Exceed pushed himself upright.

"One last mission, to save Edolas. You sure you want to come?"

"I won't let you face this alone, Laxus."

"Thank's, Lily." The blond-haired wizard turned to Shagotte. "I left my staves here to maintain the shield. They'll hold for a few hours."

She nodded. "Just be careful you two."

Laxus smiled, then whistled, summoning his white Legion to him. As he got on, he saw Lily kneeling before Shagotte before the two rubbed their noses together. Lily then rose and joined Laxus onto the Legion.

The Exceed Warrior noticed the slight look of awkwardness on Laxus. "What is it?"

"... Couldn't you two done that before I came back?" Laxus deadpanned.

Lily only chuckled, and the two flew off towards the castle.

* * *

"Keep firing!" Lyon shouted to the others on Legi-Pyon. "Ice Make: Eagels!"

"Solid Script: Fire!"

"Maguilty Blade!"

"Shoot now, Sagittarius!"

"Moshi Moshi!" The wizards attacked the many legions in the sky while the Freelancers fired their bullets.

"Mystogan and Shagotte must have got most of the Exceeds out of here." Carla said. "So we need to make sure the army doesn't find them.

"Right!"

Meanwhile, Strauss and Rheas continued their fight. "Hold still!" Strauss gritted.

Rheas laughed as she flew away. "What's the matter, never fought someone stronger than you?"

"It takes more than wings to win!"

"You're right, it takes brains. Sloth!' Rhea's Seven Deadly Sins transformed into a long, metallic sloth claw. Rheas held the gauntlet towards the charging wizard before firing a blue wave of energy. When Strauss was hit by it, she slowed down to a halt.

"Now stay there while I find your friends, then kill them. Greed!" Rhea's gauntlet changed once more, and Strauss could only watch as Rheas bolted towards her comrades.

The Fairies were continuing their air assault when Levy spotted a white-hair figure coming fast at them. "Incoming!"

But it was too late as Rheas dove under them, then slashed through the belly of their Legion, making it release a pained roar.

"Legi-Pyon!" Coco cried. Everyone on it screamed as the Legion started to fall to the earth below.

"Hmm." Rheas smirked at their falling state while a few Legions flew down towards them. "That was too easy." She was so distracted by her victory that she was unable to stop a tackle into her back.

"You?!" She shouted at Mira, who was glaring at her in intense rage. "How'd you escape?! Sloth mode is meant to slow down any enemy!"

"One of my Satan Soul's can use enchantment, making your spells useless. But that doesn't matter." Strauss seethed. "You already tried to kill so many of my friends. That's something I can't ignore."

"Is that so," Rheas replied in a cold seriousness that radiate from her. "This world isn't big enough for two Mira's."

"Well then," Strauss countered back with a burning aura. "Let's do something about that." And with that, two demons charged at each other for a final showdown.

* * *

"AHHH!" The five fairies, one girl, two Exceeds, and two Fairies screamed as they continued to fall.

"Holy Scrioptúr: Eitilt!" Levy activated her wings, then used it to grab Lyon and Merudy, while Carla grabbed Lucy and Wash and Happy held onto Coco and South, slowing their fall to a rough crash in a forest clearing.

"Oh," Happy groaned. "You two were heavy…"

"You don't say that to a girl, you know!" South shouted at him in irritation.

"Where's Mira?" Levy said as she deactivated her wings.

"Must be fighting her other self." Lyon said. He then saw a glow from behind the trees. "Move!"

The ten leaped away, and were startled when they saw dozens of soldiers approaching.

"So many of them…" Levy gasped.

"You need to stop!" Wash shouted at his fellow soldiers. "You know this is wrong."

But when the army refused to yield, Lyon stated "We have to fight back." He pulled out the vial of X-Balls, then tossed one each to his guildmates before swallowing one himself.

Suddenly the soldiers started to fire at Happy and Carla with a white beam of light.

"Wow!"

"Urgh!" The two shouted as they leaped away from the attack.

"Keep back!" Levy shouted as she wrote "Fire" before throwing at them, sending the soldiers back from the heat. But they continued their assault on the Exceeds. "Why are they only targeting Carla and Happy..."

"All Exceeds must be transformed into Lacrima." A soldier said as he aimed the weapon at the two Exceeds. "Those two are the last ones left. Surrender and become our power source!"

"Why would we agree to that?!" Happy shouted as he tackled Carla away from another shout.

"So that's it then," Lyon growled as he slammed his hands together. "You see Exceeds as nothing but a power source?! How can you live like that?!" From his hands, he created a massive tiger that plowed through the army. But more soldiers came before them.

"You want them," The ice mage challenged as his comrades prepared to fight. "Then come through us!"

* * *

Meanwhile, in the city of Extalia, two demons were tearing through the streets as they unleashed attack upon attack.

"Satan Soul: Kitsune!" Strauss shouted as she transformed. "Yokai Cross!" She released the flame attack at Rheas.

"Envy!" Rheas's gauntlet transformed into a blue, scaly bird talon. When she trusted her hand forward, the fire broke apart.

"What-argh?!" Strauss didn't get a minute to recover as Rheas used her gauntlet to send her crashing through five buildings.

"Greed!" With her arm transformed again, Rheas bolted into Strauss, and continued to push her through multiple buildings until crashing into a warehouse.

"Finally!" Rheas smirked at her counterpart's still form. "Wrath!" She leaped down with her red gauntlet, ready to crush her opponent down-

"Satan Soul: Sitri!" Strauss transformed once more, then blocked the attack with her legs. Rheas screamed as the part of her in contact lit up in flames. She leaped away and shouted "Gluttony" then used her gauntlet to suck away the fire.

"That's it?" Strauss taunted as she cracked her neck. Rheas snarled as she ripped a slab of concrete from a nearby building, then threw it straight at her counterpart, only to see it shatter apart.

* * *

Meanwhile, Gajeel and the others were on the defensives by Faust as they were forced to the ground by an uprising of magic energy from the earth.

"YOU FOOLISH WIZARDS!" Faust bellowed from the Dorma Anim. "WITH ITS ENHANCED ARMOR, THERE IS NO CHANCE OF VICTORY!"

"Why the hell is it that everyone is starving for magic here," Gajeel growled as he rose up. "Yet you got plenty of it?"

"NAME ONE RULER THAT DOESN'T CHARGE TAXES?" Faust taunted. "THAT'S HOW MONARCHY'S WORK, BOY? DORMA ANIM IS A WEAPON SO POWERFUL, IT MUST DRAIN MAGIC FROM ALL OVER EDOLAS, HENCE WHY IT IS FORBIDDEN! THAT'S WHY I MUST WIN, FOR THE SAKE OF THIS WORLD!"

"This world?" Kagura hissed.

"Don't act all high and mighty," Natsu said in anger. "You're just taking all the magic for your greed."

"I don't give a rat's ass for this world," Gajeel growled. "But when I joined Fairy Tail, I learned to help those without power. That's why for Edolas's people, I'll save them from you!"

"You're right Gajeel-san." Kagura said. "We won't let you win, Faust!"

"AND WHAT CAN YOU DO, LITTLE GIRL?" Faust questioned. "AT LEAST THE DRAGON SLAYERS CAN CAUSE A DENT!"

"I was holding back," Kagura said as she held out Archenemy, still with the Edolas device on it. "But no more!" She then grabbed it by the sheat.

"Half-pint, are you-"

Kagura then pulled the sheet straight off it, and the Sword of Calamity released a suffocating aura from magic.

"For Fairy Tail and Edolas's people, I won't hold back!"

* * *

"Keep at it!" Lyon shouted as he guided his Snow Tiger against the soldiers.

"Open, Gate of the Lion, Loke!" Lucy shouted.

The spirit appeared as he adjusted his cuffs. "Leave them to me, Lucy!" Loke said as he charged at the enemy. Lucy nodded and pulled out her whip to join in the attack.

Levy and Merudy were using their range magic to help in the fight, while Coco was kicking back at the enemy and the Freelancers were blasting their guns at max speed. But it became futile as the soldiers continued to trap in the ten.

"We can't hold on forever!" Wash shouted.

"What about your Freelancer tech?" Lucy asked.

"Your sand spirit damaged them in our fight!"

Hope began to decrease further as the soldiers pulled out shoulder-mounted barrels that launched hundreds of magic bullets at them.

"Whoa!" And one was flying straight to a terrified Happy.

"Happy!" Carla shouted as she leaped in front of them, then took the brunt of the projectile.

"Carla!"

"Oh no!" The soldier that fired shouted in panic. "I hit an Exceed!"

"You idiot!" His comrade reprimanded. "We them alive to power us!"

"Carla!" Happy cried as he pulled away to cover, her clothes singed from the attack. "Hand in there!"

"We're outnumbered!" Loke shouted. He then saw Lucy blasted by the bullets to the ground.

"Keep at it!" Lyon shouted, despite the fact that his Snow Tiger was breaking apart from the onslaught. He brought his hands together. "Ice Make: Gor- argh!" He screamed as a bullet cut at his arm, forcing him to hold it tight to stop the blood and stop his spell.

"Lyon!" Levy and Merudy shouted in worry.

"How?" He gritted. He then heard chuckling and saw a figure in white hiding above in the trees.

"Sorry, Earthlander." Wyoming mocked as he reloaded a new rifle. "But I always get my target!"

"Cut it out, Wyoming!" Coco shouted at him. "You can't possibly believe this is right!"

"There is no right, Coco. There is only the King's word, and treason."

The trees behind the group ruffled as four Legions charged at them, leaving Levy, Merudy, and Wash forced to the earth.

With their firepower, the army caused the eight fighters to be blasted repeatedly to the ground. The legions roared at their masters' triumph.

"Someone," Carla prayed. "Save us…"

As the soldiers closed in, a single sampling emerged from the ground behind the wizards and their allies. Then a massive vine burst from the earth and gripped on a neck of a Legion

"What the-" Happy gapped.

"Who?" Levy began to ask, but then more vines appeared and held down the other Legions as they rose from a single stump growing quickly from the dirt.

"What kind of magic is that?" Lyon asked as the tree grew larger, filling everyone with expressions from shock to fear as a certain symbol became visible.

"No way…" South said in shock.

"They actually made it." Wash said.

"But they always run away." Wyoming gasped, a sense of fear in his voice.

"Fairy Tail!" Levi Macrosen shouted as he lead every Edolas Fairy Tail wizard charging at the army. "Let's break some heads!"

The Fairies of Edolas roared in agreement as they used their equipment to take down several soldiers.

"We won't run away!" Erza Knightwalker proclaimed as she slashed a solider with her staff.

"You think we're some sort of cowards?!" Lisanna Rheas roared as she gutted an enemy with two metal claws over her hands.

"We're done with hiding!" Lyon Typhoon yelled as he blasted an enemy with his hammer.

"Time to crush their army!" Lucy Ashley proclaimed as she trapped an enemy in a choke grip.

"Let's show them our bonds!" Elfman Rheas said with new bravado as he smashed an enemy with his hammer.

"Sorry for the late arrival," Macrosen said as he helped his female self up. "Took me a while to convince the whole band."

"Your timing is just right." Mcgarden replied in a smile. "Hey, think you can help those two." She pointed at Wash and South, to which Macrosen scowled.

"You want me to help some fucking Freelancers?!"

"They're on our side now."

"We just need some help with this." Wash said as he showed Macrosen his broken Nullifier.

The blue haired mechanic smirked. "A magic and science mix? Leave it to me!"

"Fairy Tail of two worlds?" Heartfillia said in awe. "This is amazing."

"Take a picture." Ashley said to her. "It'll last longer."

"It's good to see another Lucy." Loke said as he adjusted his glasses. "You're obviously into my charm."

"Sorry bub, but I'm not into playboys." At this Loke collapsed.

"Wait," Both Lyon's glared at each other. "You're me?!"

"Put some clothes on!"

"You take some off!"

"They are two Lyon-kuns!" Succugate cheered as she pulled back a kunai knife from a stabbed soldier using her chain.

"...Are you alright?" Keyster asked in concern as she hit another soldier.

"Great, two Merudy's." Typhoon grumbled at the sight of the two pink-haired women while blasting a soldier with an ice beam.

 _What is wrong with my counterpart?!_ Vastia growled mentally as he sent an ice creation at a platoon. _Does he not know what a wonderful woman Merudy is?!_

"Even in this world, Fairy Tail is a noisy group of people." Carla said.

"Aye." Happy said in agreement.

"There they are!" Two soldiers were about to grab them, but then Kagura Harukomag leaped in between them and pulled out her fans.

"Futen's Fury!" With a downward flick of her fans, Kagura sent a massive gale that sent the soldiers flying back.

"Are you two alright?" The violet-haired woman asked

"We're fine." Carla said to the older version of her partner.

"Hang on." Kagura grabbed the two, then ran to a cluster of tree and placed them down by the roots, keeping them hidden from the battle.

"If you need any help, just call to me." Kagura said, then ran to join her guildmates.

* * *

"They can't hide forever." Wyoming growl, taking aim at both Macrosen and Mcgarden. "Game over, mate."

He pulled the trigger and the expected the bullet to pierce through the blue-haired girl's skull, but it was deflected by a sudden bubble shield.

"What?!"

"Sorry, Wyoming." South drawled. "But I owe this moron for fixing my gear."

"Never thought I met a woman worse than either Ashley or Rheas." Macrosen grumbled as he electrocuted an enemy with his gauntlet.

"Play nice you two." McGarden joked as she shot at some soldiers with her Bogha arm.

"Damn it." Wyoming curse, but he became unsettled when he saw a race car driving towards him, and on it-

"Here's your stop, Freelancer!" Natsu Dragion shouted from inside the car.

"Thanks!" Wash jumped from the vehicle, then used the momentum to punch Wyoming out cold before landing on the ground. "I guess not all cars are evil…"

"Traitor!" A group of soldiers surrounded him, with the leader wielding a baton glowing with magic.

Wash smirked under his helmet as he slammed his fist to the ground, releasing a shockwave that fried out all the.

"Uh oh." Wash pulled away as Jet, Droy, Elfman, Coco, and Cana leaped in and took down the startled soldiers.

"That wasn't so bad for a Freelancer." Cana said politely to the gray-armored soldier as she twirled her parasol.

"Thank you, ma'am." Wash said, slightly blushing.

"We owe you guys." Macrosen said to McGarden as they stood back to back.

"What do you mean?"

"You guys inspired us to take action. We wouldn't have done this if your boyfriend and his buddies didn't barge into our guild."

"He's not my boyfriend!" McGarden protested with a blush. But she then smiled. "We may have inspired you, but this was all your decision."

"Damn right. So let's give it all we got!"

* * *

Strauss threw large pieces of rubble at Rheas, but the captain simply activated her mechanical wings and flew off. In response, Mira transformed to Satan Soul: Beelzea and flew after her.

"Rheas!" The She-Demon released a large storm of shadow magic at her foe.

"Strauss!" The captain countered by releasing her own shadow magic from Seven Deadly Sin: Pride mode.

The resulting collision creating an explosion that sent both foes flying back.

"Why do you do this?" Strauss panted. "You know this is pointless."

"This is a cleansing." Rheas countered. "The kingdom seeks to bring order to a chaotic world. But you fairies keep causing chaos and division!"

* * *

" _I have received reports of the incident." Faust said to a bowing Rheas. "You let your emotions get the better of you."_

" _Forgive me, your Majesty." Rheas said humbly._

" _The fact that your brother and sister are a part of Fairy Tail brings concern." At this the captain stiffened. "However, your loyalty has never faltered since I took you in years ago. So I offer you an opportunity. Destroy Fairy Tail, and you may take in Elfman and Lisanna."_

" _Thank you." Rheas held back her tears. "I won't let you down."_

" _See that you don't."_

* * *

"The kingdom of Edolas will bring order. And if a bunch of cats have to die, then so be it!"

"That's not order, that's just conquest!" Strauss snarled. "As if I'll let you succeed!"

"Too late for that! Lust!" Rheas brought her hands together as they were swallowed in a bright light. When the light faded, she separated to reveal a black gauntlet on each. The left gauntlet was covered in flames, while the right was covered in ice.

"What the hell…" Strauss stared at the weapons in shock.

"Lust is powerful," The captain explained. "It can burn you out in passion or leave your heart cold as ice. It can cause war and destroy civilizations. That's why it's the strongest of the sins."

Strauss only growled. _Beelzea?_

 _It'll be ready._

 _Everyone,_ She called out in her mind. _Unleash it!_ Six voices screamed in her head as a black aura surrounded her.

"What is that?" Rheas gapped.

"Satan Soul, Extinction Mode. I can draw the power of all my souls and concentrate it into one. It's meant only as a last resort for the amount of magic used."

"So we're both at our strongest?" Rheas smirked. "Then we'll end this!"

"Bring it on!" At this both Mira's flew straight at each other. Fire, ice, and darkness collided into a massive explosion that cleared out Extalia and sent massive amount of rubble into the air.

Rheas tumbled away from the blast with her armor tarnished and the Seven Deadly Sins shattered, while Strauss was thrown back in human form. The island then shook and began to descend.

"That attack was enough to send this island crashing." Strauss realized.

"And we're both out of magic." Rheas stated, then smirked. "But that doesn't mean I'll give up!" She charged straight towards her counterpart and landed a strong slug on her.

Strauss recovered and punched back at her. The two continued to exchange blows as Extalia fell closer and closer to the surface

"I won't lose!" Rheas roared as she pinned down Strauss. "I'll get the infinite magic and bring balance to this world!"

"You keep talking about balance!" Her counterpart hissed as she forced her to roll. "But how does all you've done cause balance?! You stole from the weak, coerce them to surrender, brought hatred and destruction-"

"That's what being human is!"

"You're wrong!" Strauss punched Rheas at the jaw. "Being human means coming together! Being human means protecting the weak! Why don't you hear them, Rheas?! Hear what the people really want?!"

"It's because I hear it I do this!" Rheas swept Strauss off her feet and slammed her feet at the waist. "Magic is withering, and Edolas will die if we don't do this!"

"You can't understand it! What it's like to fear and despair the lost of magic! What it is to fear death when it is gone!" She then launched another strike with her fist as Strauss got up, but Strauss easily caught it.

"Aren't you alive now?!" Strauss shouted as she held tight onto Rheas. "You don't need magic just to survive! Just look around, magic is already gone! But you're still breathing! Humans can overcome anything, even fear! That's what it means to be human!

"We both have the same rage and cruelty in our hearts, Mira! But I know that we also have the same kindness! So use that kindness! Focus on the people you have now!"

Rheas was startled at her statement. _We're more alike than I thought…_ She then felt a drop of water on her face. _A tear?_

"We're not alone!" The island where Extalia was once was crashed into the ground, releasing a large explosion of sound and rock.

* * *

"Something just fell." Lisanna said as she heard the destruction. "What the hell was it?"

"It can't be…" Elfman said as he felt an aura of familiarity from the sight. "Nee-san?"

* * *

"It's over." Rheas said as she and her counterpart laid on opposite sides of a crater. "I'm all out of energy."

Strauss just laughed. "You're still alive, aren't you?"

Rheas smiled back. "You one, Strauss. Guess you're the better."

"Nah. We're both Mira, aren't we. So how can we win or lose against the other?"

* * *

"Let's go!" Kagura struck her unsheeted blade in the air, releasing a shockwave that cut through the earth towards Faust.

"FOOLISH GIRL!" Faust roared. "YOU'RE MAGIC HAS NO EFFECT!" But while the shockwave did not damage Dorma Anim directly, it released large amounts of rock that pushed it off balance. "ARGHHHH!"

"This is it," Kagura huffed in amazement. "The power of a calamity."

"That's it." Natsu smirked. "Metal Face, you and I need to combine our roars! Kid, do that again with us!"

"Will that even work?" Gajeel questioned.

"No other plan, right?"

"Fine by me! Iron Dragon's Roar!"

"Fire Dragon's Roar!"

"Hurrah!" The slayers released their attacks at once, while Kagura gave another downward strike. The two roars combined together into a storm of burning iron, and was boosted forward by the attack. Faust looked in shock as the combined attacks reached him and created a massive explosion that sent earth scattering away.

"It worked..." Natsu said with a smirk. But it faded when the dust faded and the three saw the machine high above them.

"It didn't even hit him." Kagura said

"It can jump that high?!" Natsu shouted.

"Hit him again!" Gajeel yelled.

"MULTI-DETONATION DRAGON CANNON!" The Dorma Anim released a huge beam of energy from its mouth that engulfed the entire area below in fire.

The three wizards screamed in pain as they were sent tumbling away.

As Faust laughed from inside his machine, they struggled to rise.

"I can't stand." Kagura said as she was unable to get up.

"I'm all out of magic." Natsu said. "Is this it…"

"Don't..." Gajeel growled at them. "Don't just quit on that easily!" He forced himself to stand.

"Get up you bastard, cause I'm still standing!"

"JUST GIVE IN!" Faust roared at the slayer, then had the Dorma Anim grabbed the slayer. Gajeel roared as he struggled to get out.

"Gajeel-san…"

"What can even do without magic?" Natsu questioned.

"If that's your problem, then wrench it from our future!" He then began to push out of the machine's strong claws. "Grab what you can until there's no future left!"

"YOU WON'T HAVE A FUTURE WHEN I'M DONE WITH YOU!" Faust threw Gajeel away, but he failed to see a pink blur slide underneath him.

"Argh!" Gajeel screamed, but he then felt himself turn in flight, and he soon realized he was in orbit around Kagura.

"I'll do it!" Kagura screamed as she held her hands together, keeping the gravity field around Gajeel. "I'll pull everything from my future!"

"DAMN YOU!" Faust shouted, but then saw his sensors blaring. He realized too late when Natsu slammed his fist into the Dormo Anim's right foot with all his might.

"Our wish… our goals…" Natsu shouted as he released all his fire into the foot, burning it and forcing it into the earth. "We'll use it to come together! It's up to you, Gajeel!"

"Half-pint!" Gajeel shouted as he activated his iron scales. "Remember what you did with those rockets."

"Y-yeah?" Kagura gritted as blood leaked out of her ears.

"I want you to do that with me!"

"What?!"

"Trust me!"

"IMPUDENT BRATS!" Faust roared as he tried to move, but Natsu's heat keep the right leg from pulling out of the earth.

 _I trust you, Gajeel-san…_

"Do it!" Gajeel roared.

"Right!" Kagura shut down the orbit and focused her gravity behind Gajeel, sending the Dragon Slayer rocking through the air towards Faust at an increasing velocity.

 _Nice plan._ Natsu smirked as he kept Faust down. _He's using Kagura's gravity magic to push him forward, so let me aid him!_ He released a fist-size burst of his flames at Gajeel, which covered over his iron scale.

"Thank's Salamander…" Gajeel smirked.

"WHAT IS IT?!" Faust roared, seeing an Iron Dragon covered in flame bursting towards him.

"Iron Dragon's Burning Bullet!" The flame-covered Gajeel easily pierced through Dorma Anim, sending black metal flying through the air as he held tight onto Faust.

Gajeel crashed landed onto the earth below as he held onto the burnt Faust. As the flames on his died out, he reverted his iron scales while breathing heavily. Natsu and Kagura were smiling while the Dorma Anim broke apart from the damage.

"Checkmate, Faust."

* * *

The shouts of pain echoed through the palace as Laxus and Lily beat down every guard they encountered. Lily winced from the pain on his waist as they entered a large chamber.

"Take it easy." Laxus said. The chamber was several stories tall, and in the center a massive lacrima sphere floated between two supports within a large circular gap. One support came from beneath and one was hanging from the floor above. "You still have some damage from Rheas."

"This must be where the Anima is generated." Lily said. "But why are we here? With Faust soon to be defeated, the Anima won't be used anymore."

"Do you remember that day, Lily." Laxus said as he walked over to the rails surrounding the hole. "Seven years ago."

The Exceed frowned. "I remember like it was yesterday."

"The three of us, you, me, and Shagotte, thought my father and his hunger for magic will cause the Anima's to destroy our world."

"What does that-" Lily then froze. "No…"

"But we were wrong. It wasn't going to be my father who would end Edolas." Before Lily could stop him, Laxus pulled out his staff and blasted the center Lacrima with a burst of magic. It glowed a bright white before a pillar of light erupted throughout the hole and raced out of the castle to the heavens above.

"It was going to be me."

 **Oh Jeez. Laxus in any world is a hard person to read, huh.**

 **Gajeel: Who cares about that? What matters was that badass finisher I did!**

 **I suppose. Anyway folks, leave your reviews and your opinions at the towel section we call the review archive. See you next week for the big finale.**


	52. Last Days of Edolas

**Well, here it is. The penultimate chapter of the Edolas Arc. This is where we end things. First I want to thank tweetychirp and canthelpmysize for following and favoriting Alternate Tail. Second, I want to thank Fin-Fish Jun-Tenshi, OneWhoCharms, Earth Dragon Arnighte, Ray Akaba 210 for their reviews. Glad to know my work gave such reactions.**

 **Yeah, Fin-Fish, I agree. Lyon Typhoon needs to be nicer to Merudy.**

 **Lyon *Humps* : He needs to be more polite towards Merudy.**

 **I'll pretend that's your normal human self talking and not the crazy side. And yeap, EDA, you did called it on Rheas.**

 **Mira: When you think about it, each counterpart has a trait they share with their counterpart.**

 **True. And it look like I made an impact on OWC.**

* * *

 **Welp, to end this arc, I'll have Laxus do it.**

 **Laxus: I'm not even in this arc.**

 **You're counterpart is. But since he's an OC, you'll have to do.**

 **Laxus: Fine. DigiXBot does not own Fairy Tail. Or any Red vs Blue characters.**

* * *

 **Last Days of Edolas**

" _But we were wrong. It wasn't going to be my father who would end Edolas." Before Lily could stop him, Laxus pulled out his staff and blasted the center Lacrima with a burst of magic. It glowed a bright white before a pillar of light erupted throughout the hole and raced out of the castle to the heavens above._

" _It was going to be me."_

* * *

"Thank goodness." Kagura sighed, taking a deep breath while she placed Archenemy back in its sheet. "I thought we would have lost. Archenemy was about to fall asleep again."

"You're kidding, right?" Natsu joked. "Like we would have lost to a fake dragon."

Faust looked in fear at the three wizards. He did not see them as three powerful humans.

Rather, he saw them as powerful monsters. A black-armored samurai with blood-red eyes that was putting away its sword. A massive dragon with red-scales laughing in triumph.

And holding the king up by his robe with its claw was a metal-covered behemoth, growling in pure rage.

"It's over Faust." Gajeel said coldly, transforming his arm into sword form. "You can't hurt anyone, anymore."

"Gajeel-san," Kagura watched in horror. "What are you-"

"Salamander, cover Half-Pint's eyes for me. I don't want Shrimp or She-Demon killing me for letting her see this."

Natsu wrapped his arms around the protesting swordsgirl as he blocked her eyes from seeing the scene. "You sure you want to do this?"

"Lily promised this bastard will pay for what he did." The Iron Dragon replied. "Now it's my job to do this." He held out his sword, then swung it to reach Faust.

"Noooo!" Kagura screamed.

But a moment before the blade could even touch Faust's neck, it paused. But not because of her scream.

In that moment, Gajeel did not see the face of a mad tyrant consumed by fear on Faust. Instead, he saw the face of a familiar, kind-hearted old man that cared for his children.

"Forget it," Gajeel said as he reverted his sword, then threw the paralyzed Faust to the ground. "It ain't worth it."

As Natsu let go of a relieved Kagura, he asked "That's it?"

"Better to let the people of Edolas deal with him." Gajeel replied bluntly.

But before they could take in this decision, a massive earthquake struck through the land.

"What the hell?"

"Is it reinforcement?" Natsu gritted. "Cause I barely got any magic left."

"N-no." Kagura gasped as she pointed to the air. "Look!"

When the two looked at the heavens, they saw the many floating islands that populated the Edolas sky were now crashing back to the earth.

"Uh, Kagura." Natsu began nervously. "Please tell me that's you." The swordsgirl just shook her head in response.

* * *

"What's going on?" Mcgarden asked she and her comrades looked at the same scene in fear.

"What the hell's happening?!" Both Lyon's shouted

"The sky is falling…" Wash said in gallow amazement. "It's actually falling…"

* * *

"What's happening, Queen Shagotte?" A young Exceed asked as all of them huddled by her.

"The islands were maintained by Edolas's magic." She explained. "If they have begun to fall, then it means," She looked at the sight of rivers of magic flowing to the heavens. "that magic is fading from our world…"

 _And that means, we have all failed…_

* * *

"What have you done Laxus?" Lily asked over the cackle of the Anima, aghast at what his comrade had accomplished."

"We both spent years in Earthland." Laxus said. "It was a peaceful world."

"It still had wars, and darkness such as the Balam Alliance." The Exceed countered.

"True, but never at the level in here, all in the hunger of magic." He turned to face his comrade. "This was our plan, remember. To end magic in Edolas."

"Not like this!" Lily shouted in protest. "We only needed to shut down the Anima's so Edolas will lose it over time, so they would be forced to find new methods!"

"It was taking too long, and made them more desperate. Humanity was willing to kill your people to keep their supply.

"No, the only way for Edolas to move forward is if every last trace of magic is taken. The Reverse Anima will absorb every last bit of magic from Edolas, then release it into Earthland, where it will become part of the magic cycle of that world.

"This is the only way Edolas can change, Lily. A new world can only form if the old world was destroyed. It was always its fate. We were fools trying to stop it."

* * *

All over Edolas, magic was being pulled into the Reverse Anima. From straight from the earth to coming from every magic tool.

"It's not working!" A soldier shouted as his equipment broke apart, along with the magic tools of everyone else.

"What the hell's happening!"

"Shit!" Wash shouted as his Magic Nullifier cackled before breaking as the magic seeped away from it. South's bubble shield generator also did the same.

"Our weapons are falling apart!" Kagura shouted as her fans broke apart.

"Game over, man," Jet shouted in fear. "Game over!"

"My baby!" Natsu cried as he laid over his Firebolt race car while its fuel source fell apart.

"My weapon… " Typhoon said as he frantically shook his ice weapon. "It won't.

"Calm down!" Vastia shouted at his counterpart, but the Edolas wizards remain in shock.

"It's all ending, isn't it?" Coco asked in a dead tone.

"Yeah…" Macrosen sighed sadly. "Edolas is dying."

"No way…" Happy shook in denial. "It can't be true, right Carla?" He asked her hopefully.

But the white Exceed gave no answer as she continued to watch the floating islands crash down to the ground.

"Everyone!" Wyoming shouted as he got up. "Retreat!" The army of Edolas quickly ran away from the scene.

"The army's leaving." Heartfillia said.

"We've won." Keymon said, then smiled. "Hey guys, we-" When she turned she saw most of the Edolas fairies, including her counterpart, were crying over their loss.

"All the magic is vanishing…" Elfman said morbidly.

"Magic power will be gone forever." Cana said as she wiped away a tear.

"What are we going to do?!" Macao shouted.

"Bwuahhh!" Natsu cried out.

"Get it together!" Mcgarden shouted at them. "There has to be a way out-"

"A way out?!" South snarled at her, causing the Letter Mage to flinch. "What don't you get, Earthlander?! Magic is vanishing forever! Freelancers, Magic Guilds-"

She stopped when Wash grabbed her shoulder. "That's enough South."

"There's no point in trying," Macrosen said bitterly to Mcgarden. "Edolas may be ready to give up magic, but her people aren't."

"We won the fight." Natsu cried. "But we lost all our magic."

"It's as we feared." Erza stated. "The complete exhaustion of all our magic."

The Earthlanders and Exceeds could only watch as the Edolas natives panicked over the situation, facing their apocalypse in morbid acceptance and fear.

* * *

"All this light…" Strauss said as she saw the golden light stream past them. She and Rheas were still lying in the crater. "Is it really…"

 _I'm afraid so, Mira-dono._ Kitsune said to her. _This is Edolas's magic, being pulled from the earth itself._

"So this is how it ends." Rheas states. "I'm here without any power as magic dies from this world."

 _I don't even get to see Lisanna's and Elfman's face again..._

* * *

Meanwhile, Gajeel Rosavulpe was walking through the streets of the Royal City, looking in horror as magic seeped away from every nook and cranny, and avoiding the mass crowd running from the scene

"Dad, the floating islands are falling." She heard a child said while his father huddled in fear.

"The street light lacrimas are fading!"

"The fountains aren't working!"

"The vehicles aren't working!"

"Magic is seeping from our world." An old woman said as magic literally floated past her hands. "Have we angered the Exceeds in our defiance?"

"This is it, isn't it?" Gajeel said as she looked up at the Reverse-Anima. "The last story of the old Edolas. And I'll be the one to write it."

* * *

"You know that the citizens will be in panic." Lily said to Laxus.

"True," He responded back. "They won't adapt fast enough. They've always seen using other resources as blasphemous. To survive, they'll need a new leader. A new king for the new Edolas. A king that can pull this nation from fear and terror to a future of happiness."

The Exceed remain silent before smiling. "I see. Well, I know you will lead the people of Edolas fai-"

"No Lily." Laxus said with a sad smirk. "I can't be the leader. I may be a prince, but I spent most of my years as a wizard of Earthland. Edolas doesn't need an alien to guide them. Besides, with all this panic, the people need a hero and a villain."

"What are you talking about?" Lily questioned.

"The hero is the one that finds the culprit, who plunged this world into chaos. The hero is the one that will unite the world and become its wise king."

"And who…" Lily, who was shaking in realization, asked. "Will be the hero and villain?"

"You know the truth, Lily." The blond-haired man smiled. "I, the man who rebelled against the king and stole the world's magic power, will be the 'villain'.

"And you Lily, an Exceed beyond all others that can bring peace between two races separated by prejudice, are the perfect choice as the 'hero.'

"That's why you will execute me, the traitor of this world, and become the king this world needs."

"No…"

"You're the best choice as leader, Lily." Laxus explained. "You were a soldier of Extalia, as long as that nation's founding. You spent years as a wizard of Fairy Tail, so you know what it is to be human. And who better than an Exceed to calm the chaos. This world needs you to be its new king."

Lily was silent in shock for a few seconds, and then-

"Why would you spout this bullshit, Laxus?!" He roared at the blond-haired man, who remain calm in response.

"I'm already prepared to die, Lily. So accept this requiem."

"What makes you think I would kill you?! You are my partner! My friend! My…" He gritted his teeth. "My son! What idea makes you think I'll comply with this?!"

"Even though you were an Exceeds, one that even grew up when we humans persecuted you, you saved my life when I was a kid. You didn't care if I was a human. You just saw a life that had to be saved."

"You're asking me to carry this for the rest of my life!"

"You have the strength to overcome that. You got to know that someone has to do this-"

"Then do it yourself! You are the perfect choice to be king!"

"I caused this world's destruction." Laxus argued.

"Only for this world's sake! That strength, which let you decide to take the path we choose for Edolas's sake, is what this world will need!

"If want to destroy this world, then fine! But take responsibility for it! Not by dying, but by leading this world!"

As they argued, they were being watched from behind by a figure hiding behind the door frame. He was about to walk to them when an armored hand wrapped around his mouth.

"I know you can't trust me." Florida said as Nadi pumped his hand nervously. "After what me and my comrades did, I don't blame you. But we both want what's best for Edolas, Nadi-san. And their little plot won't solve anything."

When the Freelancer removed his hand, Nadi asked "But why?"

Florida left out a quiet chuckle. "Lord Popo would be annoyed if those two died a foolish death."

* * *

The destruction continued all over Edolas, as both humans and Exceeds panicked over the sight.

"Our home…" Morrow cried as she and Lucky kneeled over the remains of their farm, a collateral from the battle of the two Mira's. She then looked in horror at the falling islands. "All of Edolas will end like this."

"They've ruined it!" Lucky shouted as he slammed his paw into the earth where they raised their son. "Those maniacs! They blew it up! Damn them! Damn them all to hell!

* * *

"Alright then," Macrosen spoke up over the frightened crowd. "We can't stand around. We need to go the Royal City."

"What purpose is there for that?" Erza questioned.

"I rather see the future begin at the center of Edolas than in the middle of nowhere." He then ran off towards the Royal Capital. The Edolas Wizards looked at each other before running off after him.

"We need to go too." Mcgarden said, and soon the rest of them followed the group to the center of change.

* * *

"You think all this chaos will be settled that way?" Laxus questioned.

"Then let me be the villain." Lily stated coldly. "I'm the perfect choice, as a Fallen. I spent years taking away magic from Edolas. What difference does sapping away all the world's magic will do to my name. I shall be executed-"

"Like hell I let you!" Laxus roared, grabbing the Exceed and pulling him close. "You're the one that saved me years ago! You're the only real father I had! And what about Fairy Tail?! How would Gajeel take this?! Or Shagotte-"

"And how would she feel if the boy, whom she saw as much as a son as you saw her as a mother, died in such a way?" Lily questioned coldly. "Or Kagura, who searched as you as much as her own brother, Simon. And don't bring up Fairy Tail! They'll cry as many tears whether either of us die!"

At this Laxus stiffened, then laughed morbidly as he let go of Lily. "What a foolish plan I made…"

"No matter which of us takes responsibility and dies," The Exceed added. "All it will bring is sorrow for the other, and to all of our comrade."

"But how can we quell the panic?" The blond haired man asked.

The two were quiet before they heard approaching footsteps. "Well then," Florida said as entered peacefully. "I shouldn't be surprised to find you two here."

Both Laxus and Lily turned around and pulled out their weapons. "What the hell you want?" Laxus snarled as he braced his staves.

"If you're planning to stop us…" Lily hissed.

The freelancer raised his hands in surrender. "That's alright. I'm not here to stop this. As far as I'm concerned, this was always Edolas's fate.

"But we have bigger problems. They are people outside acting in violence. Destroying neighborhood after neighborhood."

Laxus scowled. "The panic is worse than I thought. We got to stop this fast."

"First priority is dealing with these insurgents." Lily stated

"That's right. We need to take action before things go out of hand."

"Yes, your highness." Florida bowed to the blond haired man. When he noticed that Laxus was still scowling, he chuckled. "Ah, yes. Still mad about the hatchet in the shoulder, aren't you?"

* * *

Much later the three were in a balcony in the castle with a few frightened guards. Laxus and Lily were startled by the massive amount of magic rivering towards the Anima.

"Why is the Fallen here?" A soldier asked his comrades.

"Forget him, who's the blonde guy?"

"How many insurgents are they?" Florida questioned to one of the guards.

"Um, three of them, Captain Flowers!" He answered

"Why haven't you arrested them?" Laxus demanded.

"I-it's because they are v-very strong-"

"Ghi hi hi hi!"

"It couldn't be…" Lily gasped as he saw…

"Ghi hi hi hi! People of Edolas!" Gajeel cackled maniacally as he stood on the rooftops while wearing a cape and two demon horns. "I am the Demon King Kurogane! All of your magic, now belongs to me!"

"Gajeel!" Lily yelled in anger and shock.

"What's he doing?!" Laxus shouted.

"Isn't he your guildmate?" Florida asked casually.

The people looked in horror at the man, and started to ran as far as they could from him.

The Edolas Fairy Tail wizards and the Freeluncers arrived and looked in shock at the scene. "What the hell is that idiot doing?!" Levi shouted. But Gajeel continued to laugh as he licked his lips in anticipation.

"Don't believe me!" Gajeel laughed at their expression as he pointed to Faust, who was tied to a wooden post with metal binds at the wrist. "Look at your precious king! He challenged me and lost! He was lucky I needed a live example…"

"Your Majesty!"

"The king is-"

"How could he!"

"Was this what those Earthlanders were planning all along?!" Lucy gritted.

"I don't think so…" Wash responded. "Something else is going on."

"Salamander! Archenemy! My loyal servants, turn this puny city to sunder!"

"RAAHH!" Natsu Dragneel, wearing a cloak like Gajeel, roared as he spewed out a breath of fire that burned down an entire building.

"What the hell is he?!"

"He breathed fire like an actual demon!"

"That's me?!" Dragion shouted in shock. "Why is he so violent?!"

"Gu-ah!" Kagura, wearing a cape and fake fangs, roared at a young boy. The boy only blinked in confusion. Kagura pouted, then pointed her hand forward and forced the house behind him to collapse. The boy screamed and ran away.

"Gomenasai!" Kagura called out.

"Dammit Gajeel!" Laxus roared from the castle. "Stop this!"

But it seemed the Slayer didn't hear him.

"My loyal servants," Gajeel shouted with glee. "Continue our glorious work on this puny world!"

"Quit it with all the servant talk!" Natsu shouted at him.

"Just do it already!"

 _Wait a minute…_ Lily thought. _Gajeel, are you and the others…_

"So it's you…" Gajeel looked down and saw a black-haired woman wearing glasses glaring up at him. "You're the ones who are stealing our magic! Filthy demon scum"

"Gajeel what are you doing?!" Levi shouted at her in horror

 _Huh,_ Redfox thought with a smirk. _That must be my counterpart…_ He then noticed a sly smile of recognition...

"They want nothing more than to end our civilisation!" The reporter continued.

The crowd quickly joined Rosavulpe rage.

"Demon scum!"

"It's that Kurogane's fault!"

"He's the mastermind!"

"You want to challenge me?" Redfox smirked as he held out his hand, then transformed it into a club to bring down a neighboring building. "Cause opposition is synonymous to death when it comes to me!"

"He can shapeshift?!"

"What a monster!"

"Who can stop him?!"

"Gajeel!" Everyone's attention turned to the castle, where Laxus was shouting with all his might. "End this already!"

"Who's the guy in the castle?" A civilian asked.

"Is he on our side?"

"What's the prince up to?" South asked her fellow Freelancer.

"No idea." He replied. "But I feel it's 'Kurogane' that's really behind this."

"There's no need to continue." Laxus stated. " You already defeated the king. There's no need to involve innocent civilians."

Redfox smirked as his arm took on its sword form. He then extended it to slice the house opposite to him in half.

"You have the balls…" The Dragon Slayer smirked as he shrunk back his sword. "To challenged a Demon King? Think you can stop me, Prince of Edolas?"

"So, the prince that vanished has returned…" Rosavulpe mused, then shouted out. "It's really true! Prince Laxus has returned after seven years!"

"Is it really him?"

"That demon called him prince."

"Can he even save us."

"What is happening?" Lily growled, then glared at Florida. "Is this your machination, Freelancer?"

"Actually," The three turned around and saw Nadi behind. "It was the both of us."

"Sir Nadi." Lily began in shock. "What is the meaning of this?

"We overheard your conversation earlier." Florida explained.

"So we told the three Earthlanders about it, and your partner, Gajeel, came up with this performance. I even provided the needed costumes."

Redfox flipped his cloak, then smirked at the prince and held his arm out, rolling his fingers towards him. "Come at me then. Let's see if the prince can save his city!"

 _Gajeel shall be the villain, while Laxus will the hero that stops him…_ Lily thought in realization.

"Your highness," Florida bowed before Laxus, before pulling out a sword. "This may not have magic, but it'll have all the strength you need to stop him.

 _But the people don't believe in him yet…._

Indeed the citizens were still in fear.

"Where's the royal army?!"

"Someone has to save the king!"

"Is that guy even the real prince…"

Laxus swiped the sword from Florida and leaped off the castle. "Don't move, Gajeel!"

"Who the hell's Gajeel?" Redfox questioned. "I am the Demon King Kurogane."

 _They want to make Laxus a hero. But if Gajeel throws the fight and they discover it, it'll be over._ Lily sweated nervously. _Are they willing to die for this…_

"You have to get ready too, Pantherlily-san." Florida stated.

"He's right," Nadi replied. "There's still a lot left to come."

* * *

"It's over Kurogane!" Rosavulpe shouted at her counterpart. "The prince is coming to stop you!"

Redfox smirked, then leaped off the building and prepared to smite her.

"Look out!"

"Move, lady!"

"Gajeel!" Levi screamed as he leaped and pushed the paralyzed woman out of the way. He glared at the Dragon Slayer. "What the hell is wrong with you?!"

"Levi," Rosavulpe whispered. "Play along…"

Levi's eyes widened at her statement. Redfox, overhearing this, smirked. "I already got the king as a live example, so you two will be my dead ones!" He swung down his sword-arm at the two.

"He's going to kill them!"

"Someone save them!"

"Enough!" Laxus shouted as he leaped in front of the two, then held out his stave and formed a magic circle in front of them. Redfox's sword stopped at the circle, but the latter simply shattered while magic seeped from Laxus's stave.

 _My magic power…_ The prince thought. _The anima is taking it…_ He glared at the laughing Redfox, who shrunk back his sword-arm, then looked at the blade Florida gave him. _So that's why that Freelancer gave me this…_

"How pathetic!" Redfox taunted. "You think you can beat without magic?"

"Don't go overboard, Gajeel-san!" Kagura called out.

"Don't worry about it." Natsu reassured her. "Metal Face needs to hype things up as the villain, so people can believe in the hero without any magic."

"That man is going to face that demon alone!" Levi shouted to the crowd as he guided Rosavulpe away from the site. "Prince Laxus is a man of unmatched courage!"

Soon the crowd's hope began to rise thank to his comment, and their belief in Laxus flooded throughout.

"Enough already, Gajeel." Laxus scowled. "I can't be the hero. You can't expect to change a world with a farce!"

"This ain't no farce." Redfox said, then swung sideways at Laxus, forcing the man to leap away with only his clothes cut. "It's a showdown!"

"Be careful prince!"

"That demon could gut him!"

"Do me a favor, and go down easy!" Laxus slashed down at the slayer, but the storm of sparks revealed that Redfox had blocked the attack.

"Not happening, your Highness." Redfox taunted. But he was caught off guard when the other gave a hard kick to the stomach that pushed him back.

"That's it!"

"Go prince!"

"Beat him down!"

Laxus was shocked at the faith the people have in him. "Ghi hi," Redfox smirked. "The peanut gallery is all revved up."

"You got their attention," Laxus said as he tightly to his sword. "So end it already."

"No way!" And Redfox struct his bladed sword by the prince's shoulder, leaving a thin but painful cut.

"Your highness!"

"That bastard has no honor!"

"I haven't said goodbye," Redfox smirked as the two pulled back. "To a Fairy Tail wizard. One that has to know the three laws when leaving!"

The two roared as they charged at each other, and sparks lit the air as their blades struck and parried each other.

"One!" Redfox shouted. "Never in your life reveal guild secrets that would put Fairy Tail in danger! Two-"

Their swords held strong as they tried to overpower each other. "Never contact a past client for personal gain." Laxus growled.

"Third!" The two pulled away and huffed as the crowd enter an uproar. "Our paths may diverge, but you must continue to live life to the fullest! Never once consider your life of little value! And never-"

"Forget the friends you love!" The two charged at each other for a final strike-

STRUCT!

Laxus winched as he felt Redfox's sword cut heavily on the side of his waist. But he continued to hold strong on his sword, the sword that pierced straight through Redfox's right shoulder, the sword that held the attention of the entire city.

"You…" Redfox reverted his arm to normal, then held a blood stained hand to Laxus's check. "You understand?" He asked weakly.

Laxus nodded as he pulled the sword out of Redfox, then dropped it as he held onto his wound.

"Use our spirit to help this world. See ya soon," Redfox slowly fell back to the ground. "See ya soon… Mystogan…"

"He did it!" Levi shouted in joy. "The prince has won!"

"Long live Prince Laxus!" Rosavulpe cheered.

"Love live the prince! Long live the prince!" Everyone, from civilians to wizards to Freelancers, quickly joined in.

"Thank you…" Laxus whispered. "Gajeel…" Redfox gave a smirk in response. But then his body began to glow in a golden hue.

"What's happening?"

"It's starting now!" Kagura said as her and Natsu's body glowed as well.

"Let's make it showy!" Natsu grinned in anticipation

* * *

"What is happening?!" Lily said as the same glow covered him and Nadi.

"The Reverse-Anima is removing all magic power from Edolas." Nadi explained. "And that means living holders of magics, including Exceeds and Earthlanders, will be sucked into Earthland."

"What?!"

"I'm quite sure that his highness was well aware of that fact." Florida said.

* * *

"My body feels weird!" A young Exceed shouted in fear as his body glowed.

"What's happening, your Majesty!"

"There's nothing to be afraid of." Shagotte consoled. "Edolas no longer needs angels. So now we must step bravely into the future."

* * *

"What's happening?!" Heartfilia shouted as she and the other Earthland Fairies were covered in a golden glow.

"Woah!' Happy shouted in shock of his own glow.

"We're being pulled into the Reverse Anima!" Carla yelled as their bodies were pulled towards the sky.

"Of course," Mcgarden gasped. "The anima is taking all the magic in Edolas."

"In other words, we're being kicked out." Keymon said.

"So all magic is really being taken from Edolas." Alzack said in fear as he held Bisca close.

"Everything will change now…" Bisca sighed.

"What will happen now?" Cana asked.

"I have no idea." Wash said. "Guilds. Armies. Without magic they won't exist."

"You think magic is what makes a guild?" They looked up to see Lyon pounding a fist to his heart. "A guild comes from the hearts of everyone coming together. Long as you have that, you can live to the future."

* * *

Rheas looked forward and saw Strauss's body was glowing. "Strauss."

"Rheas." Strauss replied as she floated to the sky.

"This is it, huh."

"Yeah," The Earthlander smiled. "You better find Elfman and Lisanna, and check if they're okay."

"Like they want to see me." The captain replied bitterly. "They made it clear years ago that they hate anyone working for the thing. And that includes me."

"I don't think so." Strauss said cheerfully, confusing her counterpart. "I know you three have a bond that can't be broken."

"How can you be so sure…"

"Because we're both…"

"Mira..." Both finished with a sad smile.

* * *

"What's happening?!" Lucky shouted as he tried to hold onto the ground while the Anima pulled tightly on him.

"We're being pulled away!" Morrow yelled in shock.

* * *

"Meeeen!" Nichiya, whom he and his fellow soldiers were returned to normal, were failing to fight against the Anima's pull. "Just as we were revived!"

* * *

"Gaaah!" Gajeel screamed as he pretended to be choking on the Anima's stream while gripping at his injured shoulder.

"Raahh!" Natsu and Kagura were also screaming in fake pain.

 _To think even people would get ejected…_ Laxus watched in shock as the citizens cheered.

"The demons are being sucked away!"

"His highness saved us!"

"Hooray!"

 _Nice work, other me…_ Rosavulpe thought as she saw her counterpart float away.

As this happened, Laxus saw Lily and Nadi floating upwards.

 _Be patient and strong, Laxus._ Lily thought as he saw the boy he saved so many years ago and watched ever since. _Humanity will always walk to the future. And you will lead it._

The Exceed warrior was then confused as Laxus looked under his cloak and pulled out a small notebook, then threw it with all his might to him, who caught it with ease and confusions.

"A list of staves spells I made." Laxus said with a strong grin. "I know you'll make good use of them in your future."

Tears started to form in Lily's eyes. "Thank you… my child…"

* * *

"Bye bye, Fairy Tail!" Levy waved to the Edolas wizards.

"Hey!" Macrosen called out with a grin and saluted. "Stay smart, chick-me!"

Levy laughed. "And you stay strong, male-me!"

"Bye Miss Levy!" Coco waved tearfully. "Bye Miss Merudy!"

"Good bye, Coco!" Merudy said back.

"I'll make sure to find your other selves!" Lucy shouted to South and Wash.

"Hope they can stand you." South said, but Lucy recognized the joking tone the Freelancer had and smiled back.

"Best of luck, all of you!" Wash said.

"Treat your Merudy well, other me!" Lyon said to his counterpart. "I shall know if you haven't!"

"Um, sure…" Typhoon blinked in confusion.

"What's that about?" Merudy asked the ice mage.

"Just want to make sure my counterpart treats his guildmates well." Lyon explained calmly.

"The guy that fights Gajeel every other day is worrying about that?" Merudy teased, to which Lyon laughed.

"We'll see you soon!" Happy said.

"Don't you know," Carla explained. "This is the last time we'll see them."

Happy was silent for a second before bawling at full volume. "Wuahh! Bye bye!"

"Don't cry, Carla." The white Exceed reprimanded herself. "Stay strong…"

Laxus smiled as he saw them all floated away. _Lily. Shagotte. Kagura. Gajeel. Mira. And Fairy Tail. Farewell, all of you._

* * *

As the sun rose on a new day, Laxus, the new King of Edolas, climbed onto the massive pile of rubble Gajeel created in his rampage. He raised his stave to the sky as he faced the crowd.

"The Demon King Kurogane has been defeated!" He proclaimed. "We may not have magic power, but as long as we have life and spirit, humanity shall persevere!"

The crowd cheered as they raised their voice with him, ready to join him in making a new future for Edolas. A new era had begun, one where they shall remember what was important to them, and that was pure willpower to survive.

 **And thus, one story ends, another begins in Edolas.**

 **Gajeel: Oh come on!**

 **What?**

 **Gajeel: It's completely cheesy! "A new era had begun?" "pure willpower to survive?" Who still writes like that?**

 **And you can do better?**

 **Gajeel: Have ya heard my lyrics?**

 **Hmm, good point. Although I actually mute it out to avoid the deafness.**

 **Gajeel: Hey!**

 **Anyway folks, leave your reviews and favorite and follow. And a happy one year anniversary for this amazing story.**

 **And as an announcement, I won't be here next week due to a mission trip. So be patient until then for the conclusion, then a special chapter, and then the next awesome arc.**


	53. Heading Back Home

**Hi,** **everyone! Here's Digi….**

 **Mira: How was the mission trip?**

 **Oh, it was very nice. It got to put some insulation into a house.**

 **Natsu: Sounds fun! I wanna go!**

 **No way! Knowing Fairy Tail, just you and Gray could destroy half of Kentucky!**

 **Gray: I think half might be an understatement…**

 **Lucy: That's not helping our case!**

 **Anywho, I want to thank** **Teh AWESOME BeastMODE6, cureheart1023, Fairy Tail Shu Heller, HeartLuvAnimeGirl, GingerFury, and geekyglamour413 for favoriting and following Alternate Tail. I also want to thank Fin-Fish Jun-Tenshi, Ray Akaba 210, OneWhoCharms, GingerFury, and DeAmonQuEen (Who I am very happy to see again after all these months) for their reviews.**

 **Glad you loved it.**

* * *

 ** **For this disclaimer, I'll have Lisanna do it.****

 **Lisanna: Why me?**

 **Because in canon, this is around the time you return.**

 **Lisanna: I guess that make sense… Okay, DigiXBot does not own Fairy Tail**

* * *

 ** **Heading Back Home****

 _As the sun rose on a new day, Laxus, the new King of Edolas, climbed onto the massive pile of rubble Gajeel created in his rampage. He raised his stave to the sky as he faced the crowd._

" _The Demon King Kurogane has been defeated!" He proclaimed. "We may not have magic power, but as long as we have life and spirit, humanity shall persevere!"_

 _The crowd cheered as they raised their voice with him, ready to join him in making a new future for Edolas. A new era had begun, one where they shall remember what was important to them, and that was pure willpower to survive._

* * *

Hidden in a forest, a black-haired man wearing a black robe with white toga stirred awake from his nap. He gazed up at the heavens.

"The magic in the world has increased." He muttered. "Already a sign on how sad the sky is."

* * *

In Earthland, the rain that began the heroes' journey was still pouring through the morning sky. So no one noticed a hole in the cloud as spit out three figures

"Ahhhhh!" Gajeel and Levy both screamed until they crashed into the ground before. A small bop was heard as Lily, now in his small form, landed on Gajeel's head.

"We're alive?" Gajeel said as he gripped his wounded shoulder. He smiled "We're ali-" He stopped when he heard screaming and looked up. "Oh, come on!"

Next things he knows, Lyon, Natsu, Merudy, and Lucy crashed onto the three, followed by Mira, Kagura, Carla, and Happy.

"Why do I even bother?" He grumbled from underneath the pile.

Much later the group undid their entanglement. "Um, Mr. Lily," Happy began to ask as Levy applied Solid Script: Heal to Gajeel's shoulder. "You, um, shrunk."

"Don't worry about it, Happy." The older Exceed replied. "This is just a side effect of being in Earthland."

"Oh."

"And done." Levy said as the pink word faded away, revealing the stab wound on Gajeel to have disappeared saved for a faint scar.

"So now he is alright?" Lily asked.

"Mm Hmm." Levy nodded.

"Good." Suddenly Lily transformed to his larger form. One moment he was walking to a confused Gajeel, the next he threw a fierce punch at the slayer that send him crashing into a tree.

"What the hell?!" Most of the other Fairies shouted.

"That was for putting yourself in unnecessary risk." Lily said coldly as he rubbed his fist.

"'Unnecessary risk?!'" Gajeel shouted as he got up. "You and Mask-man were planning to be sacrifice lambs!"

"You let yourself be stabbed by a sword! You were lucky that Laxus made sure not to hit an artery or a vital organ!"

"I had it all planned out, ya know!"

"I shouldn't be surprised." Carla said, shaking her head. "Gajeel punched Lily earlier just to bring him to focus."

"Gajeel just had a sword wound and Lily had a hole in his chest." Merudy said. "And yet those two can move like it never happened.

"Those two are just brave and bold." Levy grinned.

"Or just noble and stubborn." Mira quipped.

"I guess that's how their friendship works." Kagura stated as the two began to calm down, with Lily shrinking in size

"Guys, look!" Lyon shouted. Then looked past the hill they were on and saw that Magnolia was where it was once more.

"It's all back to normal! Even the guild!"

"Do you think everyone's okay?" Lucy asked.

"They're fine!" A voice said. When the eleven looked up, their jaws dropped to the floor.

"We got to Earthland before you guys!" An Exceed, one of many flying above them, said.

"So we took a look around!"

"All your friends are back to normal!"

"They don't even remember turning into Lacrimas!"

"What…" Carla began, then shouted. "What are the Exceeds doing in Earthland!"

"Every bit of magic was expelled from Edolas." Mira said. "Looks like that includes the Exceeds. We should have guessed with Happy being here."

"I don't care how it happened. What matters is that the Exceeds are too dangerous! We must send them back to Edolas!"

The Extalia citizens all had faces of guilt and apology.

"How would we even do that?" Levy asked skeptically.

"We'll have Lily open an Anima!"

"That's not something I am capable of." Lily deadpanned.

"Don't you think it's time to forgive them," Kagura said to her furious partner. "Extalia is gone, and they all know the truth…"

"We're sorry for throwing rocks at you two." One Exceed apologized.

"But we have nowhere else to go."

"And like she said, we're reformed."

Despite all the apologizes, Carla refused to calm down. "I don't care for that! I won't forget what they did," she glared harshly at their queen. "Especially the one who sent me here to kill the Dragon Slayers."

Shagotte flinched at the white Exceeds statement.

"Yeah!" They heard Lucky yelled from behind the crowd. "The Queen stole all our eggs! She almost sent our son to this crazy place!"

"Carla, enough." Lily said as he stood in front of Carla. "You have to at least let her explain."

"Explain?" Carla hissed. "Why should she? Unless you were a part of this as well?"

"Actually…"

"He wasn't." Shagotte interrupted. "The 100 Exceed Eggs plan was conceived after Lily and Laxus left Extalia."

"Carla," Mira said to the young Exceed. "You should let them explain."

"Why should I?"

"So you can learn the truth. Without you'll just be paranoid. Before this whole thing, I thought there was a chance that Mystogan and Lily could be our enemies. Maybe it was because it was after the Tower of Heaven or maybe it was because I was a bit suspicious after Galuna, but I didn't put faith in those two. Don't make the same mistake."

Carla gave a stern gaze before sighing. "Perhaps you're right. I'll let her give her reasoning."

"Thank you," Shagotte smiled sadly. "I suppose we should start the beginning, when we met Laxus.

"Sounds good to me." Mira shrugged.

"When he was young, he was taken from his home. We still don't know if it was rival nobles or enemies of his father. But it lead to him being in the desert, left alone until Pantherlily found him."

"He was weak when I found him, due to injuries and dehydration." Lily continued. "Because of this, I took him to Extalia, where its medicine might save him."

"The problem was it was forbidden for a human to step in Extalia, due to the risk of them learning the truth of our true nature." An elder added. "The risk was even greater when we learned that he was King Faust's son. But Shagotte formed a compromised, the boy would stay in Extalia until he recovered, and then he and Pantherlily would have to leave."

"But why?" Levy asked. "Lily was only trying to save his life."

"That was our law." Lily said. "While I did not agree with them, I recognize they had reasons."

"Even though it was a short time, I treasured those days." Shagotte said fondly. "Laxus was an amazing child, a boy of hope and determination. He got along well with Lily. I felt I was raising him as my own child.

"But on the day he left, something unexpected happened." She faced Kagura and Carla. "You remember that my only power is to see the future right, right? Well, that power acted up in a mysterious way.

"One moment I was about to say goodbye, the next a barrage of information penetrated my mind. The first set of visions was from here, Earthland.

"From what I believe," She continued while the Earthlanders looked in shock. "An event in Earthland released a tremendous amount of energy that it reached Edolas seven years ago. In that vision, I saw a group of wizards covered in shadows. And in the focus of them were five children, five children that carried a title that echoed to me: Dragon Slayer." She looked straight at the wizards. "Actually, I believe it was then I first saw you two, Gajeel and Natsu."

"You saw us?" Natsu gapped in shock.

"Did you see our Dragons?" Gajeel asked frantically. When the queen shook her head, he sighed. "Never mind.

"But afterwards was the most terrifying, when I saw Edolas's future. I saw the islands that filled our sky crashing into the earth. I saw rivers of magic, flowing from our world to a massive hole in the sky."

"You're talking about the Anima." Levy realized.

"We believed at the time that Faust's use of the Anima would cause the destruction of Edolas." Lily stated. "And we knew that Faust would not listen even if Shagotte commanded him to stop. So the three of us devised a plan. Laxus and I would travel to Earthland and shut down the Anima's from that end. We reached there using an Anima controlled by Project Freelancers."

"That's where that Florida guy comes from." Gajeel growled.

"Yeah, and those others like Wash and South." Natsu added.

"But the Anima was too unstable. In the arrival Laxus and I were separated and sent to two separate areas of Earthland.

* * *

" _Where am I?" Lily said as he got up from the ground. But as he rubbed his head, he was startled by how small his paw was. He looked all over and saw that his entire body has shrunk._

" _Oh no…" His eyes then widened in worry. "Laxus?"_

* * *

" _Pantherlily?" A blond-haired boy with a lightning bolt scar said as he looked around. "Where are you?"_

"We ended up on different paths in fighting the Anima's, making different encounters."

* * *

 _A young Laxus held out a hand to the young girl in front of him. "My name's Laxus."_

 _Kagura smiled and shook his hand. "My name's Kagura."_

* * *

 _The boy Gajeel screamed as he leaped out of the bush to tackle the distracted Lily. But the Exceed simply transformed into his larger form and caught the slayer with his hand._

* * *

"Luckily, fate allowed us to meet again in Fairy Tail."

"But what does that have to do with the mission?" Carla questioned

"That was a year later." Shagotte replied. "I received another vision of that future, this time seeing Extalia crashing to the earth. I originally thought the lost of magic that would occur caused it, until I saw two human girls fighting in its streets."

Mira sheepishly rubbed the back of her head. "Oh, sorry about that."

"It's alright, Mirajane. You were only trying to stop your counterpart."

"Shagotte told us of this vision," An elder stated. "And we realized that the decreasing magic would cause the humans to declare a war on us."

"So to save our race," Another continued. "we decided to gather one hundred Exceed eggs, and send them to the world Pantherlily and Laxus were in."

"So they weren't going to be warriors?" Lucky asked in shock. "They were going to be… refuges."

"In order to prevent our people from learning the truth, we told them that the one hundred were being sent to defeat the Dragon Slayers, the children I saw in my vision." Shagotte said. "Of course we had no qualms with the slayers…"

"But you needed a reason for gathering the eggs." Levy finished.

"And you couldn't tell the truth, because it would cause a panic." Lucy added.

"But about our son?" Morrow asked. "When we came to get him back, you let us do so."

"Your worry for him showed that not all parents would be so willing to lose their children, even for a 'nobel' cause. We still had to banished you two to prevent more parents from risking the future.

"But even among the 99 eggs left, there was one element we did not foreseen. That element was Carla's gift," She looked at the younger Exceed's shocked expression. "Your own precognition."

"I can.. see the future. So the mission…"

* * *

" _Master, the egg hatched!" A young Kagura said cheerfully as she and the other Cait Shelter wizards gathered around the white furred kitten laying amongst broken egg shells._

 _But unbeknownst to them, the hatchling was facing a dark 'truth.'_

We were sent… to destroy the Dragon Slayers… _She thought._ To save the magic of Edolas…

* * *

"I constructed it from those visions."

"As Shagotte saw the Dragon Slayers of Earthland, you saw glimpses of your old world." An elder stated.

"Still, to have it activated at such an early age." Another mumbled. "Even Shagotte did not activated hers till her early teens at thirty."

"Even the tunnel was a vision." Carla murmured, not hearing the other two. "A warning of our capture." She turned to Lily. "You were going to tell me this in the cave, weren't you?"

The Exceed warrior nodded. "I knew Shagotte since we were children, before her powers first emerged. I am aware of its characteristics."

"Please forgive us, Carla." Nadi said tearfully. "It would have been better to tell you the truth sooner."

"We thought it was best to show off our Queen's amazing power first!" Nichiya bawled. "Men! Please forgive us!"

"That's why I asked you to slay me, Carla." The Queen admitted to her. "It was not the fault of the Exceeds for rejecting humanity. It was mine alone. My meddling and bluff was what led to Extalia's fall, and caused so many families to be separated."

The many Exceeds, especially those that were parents, were conflicted.

"That's why I gave you that sword. It was not the Exceeds to be blamed, only me…"

"That's not true, your Majesty!" An Exceed protested as the rest joined in cheerful flight.

"You only acted in the best interest!"

"We're the ones who were prideful in our existence!"

"Since we're in Earthland, we can find the kids you evacuated."

"A brave new world and a brave new mission!"

"We can start by living in harmony with the humans!"

"What a positive outlook." Levy said.

"See that," Lily smiled at Shagotte. "They continue to believe in you, since your actions were meant to help them."

She held her hands to her mouth as she struggled to hold back her tears of joy. "Everyone… thank you."

Carla was still frowning until she relented with a sigh. "Fine. I will acknowledge that you had the best intentions."

"Carla…"

"But I have one last question. Why is it I happen to have this power?"

At this, Shagotte, Lily, and the elders shifted nervously.

"That is… an odd coincidence…" The queen coughed.

"It must be some sort of… convergence…" An elder suggested nervously.

"How suspicious." Carla muttered.

"Hmm." Happy hummed. "Hey dad."

"Yeah?" Lucky responded.

"Don't you think that Carla and the Queen look alike?" Both father and son held up their paws.

"Hmm, you might be right."

"And their movements too."

"I think that Carla and Lily share a few." Natsu said as he joined the two.

"Hmm, is that so…" Lucky paused. "Kaah! Who the heck are you?!" Morrow chuckled at the sight of the three.

"Whelp," Gajeel said with a smirk while thrusting his fist back and forth. "All well that ends well!"

"Indeed!" Nadi added in agreement as he did the same with his paw.

"You do notice you're copying him, right?" Lyon stated.

"So are you." Levy deadpanned. She then turned to Shagotte. "I got to admit, convincing all of Edolas that you were a goddess is pretty amazing."

Shagotte chuckled humbly. "It wasn't easy at first."

"Still, it must have taken generations, for both humans and Exceeds."

"How old does that even make- Ow!" Gajeel shouted as Levy jabbed him in the stomach. "What?!"

"You don't just ask a lady her age!" Levy hissed back.

"Well can I least ask Lily's." He suggested as he pointed to his partner. "They're around the same, right?"

"I withheld my age to avoid startling you." Lily mumbled, then faced his guildmates with a smile. "But I suppose we know each other long enough."

"So what is it?" Gajeel asked bluntly.

"I am currently 189 years old."

"..." The other Fairies were silent for a few seconds before.

"What?!"

"Holy shit!" Gajeel shouted. "You're older than the old man!"

"Forget that…" Lyon gapped. "He's older than the entire guild!"

Lily sweatdropped. "And this is why I did not reveal my age when I met you."

"I'm not sure what the big deal is," An elder whispered to another. "That's not even middle age."

"Humans have short lifespans."

"Oh yeah…"

"Just how long can an Exceed live for?" Merudy questioned curiously.

"The oldest of us are around 400," Nadi answered cheerfully. "but estimates say that we can live up to 600."

"... Never mind." She deadpanned

"Such a shame," Nichiya said as he sniffed a shivering Mira. "For such sweet parfum to last for a small time..."

"Get away!" Mira quickly kicked the yellow Exceed away. She then flinched when she realized what she did. "Sorry! You just reminded me of someone I knew."

"Meow…"

"We're planning of living nearby." Shagotte explained to Carla and Kagura.

"That's mean we can see each other whenever we want!" The swordsgirl said cheerfully.

"Why are you happy about it?" Carla questioned.

"That's right…" To the young Exceed's surprise, Shagotte wrapped her arms around her and held her close. "We can meet at any time, Carla."

"Hey…" Carla was about to protest, but found herself relenting as she felt drawn closer to the older Exceed. _So warm…_

"Well, we better be going soon." Morrow said as she and Lucky prepared to leave. But they stopped and turned around, where they saw Happy looking nervously at the ground while kicking the dirt. "Happy?"

"Um, actually," Happy began. "I won't be coming with you."

"What?"

"Kaah! What are you blabbering about?!"

"This is an entire new world," Happy said with a smile. "And I really want to explore it. And the best way to do it is with my new friends, like Carla and Natsu. Plus, I promised Natsu I'll be his partner.

"I know you don't agree, but-" He stopped when Morrow placed a hand on his shoulder.

"I understand, Happy." She said tearfully. "I will be worried, but I can't hold you back from your dreams"

"And you're already a grown boy." Lucky added as he held back his tears. "So you're old enough to make your own damn decisions."

"Really?" Happy asked hopefully. He then felt a familiar palm on his head.

"Don't worry." Natsu said with a confident grin. "I'll keep a good eye on him. You can trust me."

"Thank you, Natsu-san." Morrow said. "Just promise to be careful, Happy."

"Aye!"

"Kaah! You better take good care of him, Dragon Boy! And make sure to visit, boy!"

"Aye sir! I'll try not be gone for about seven years or something!" He frowned. "So what about you guys?"

"Taking care of you were the best six years of our lives." Morrow said. "But it was not fair to be the only parents to see their children grow up. So we'll be helping other parents find their children." And with that, she and her husband flew up and joined the leaving Exceed flock.

"Bye Ma!" Happy waved tearfully. "Bye Pa! See ya soon!"

As the other Exceeds waved goodbye, so did the Fairies.

"We'll wait till next time!" Natsu said cheerfully.

"See ya soon!" Gajeel shouted.

"Don't be strangers!" Levy said.

"Bye bye for now!" Kagura added.

"Stay safe," Lily smiled. "All of you."

"We will." Shagotte replied as Morrow helped her to the air

As the Exceeds flew off, Lucky turned to Shagotte. "How come you didn't tell her you were her mother."

Shagotte glanced down at her daughter Carla before answering. "Until I find all the children evacuated six years ago, I have no right to call myself a mother."

"Don't worry," Morrow reassured. "You can see her anytime."

"I won't," Shagotte smiled back. "Besides, she has her father watching over her, even if she doesn't know it yet."

"I have to admit, I never knew that you sent your child here as well."

"I may be a queen in title only, but as a parent, I know that one's child is the most beautiful to them."

* * *

" _Days after you and Laxus left, I discovered I was pregnant." Shagotte explained to Lily in the Edolas forest. "The egg that formed would hatched to a white-furred Exceed that had precognition just as I do."_

" _So your… our daughter…" Lily gasped. "Carla is our child."_

* * *

Lily smiled tearfully as he saw the Exceeds, including his life partner, fly off. As the other Fairies continue to pump their hands to their confusion, he gave a glance to Carla.

 _I won't let anything happen to her, Shagotte._ He thought. _I'll make sure our daughter is safe._

He looked up at the sky. _All this makes me think how Laxus is handling things…_

* * *

Back in Edolas, the citizens were in a joyful mood as they removed the rubble cluttering the streets.

"Hey, can you give me a hand here?"

"Sure!"

"Boy, did Kurogane caused a mess."

"Can you imagine if the prince, I mean, his Majesty didn't stop him in time?"

"Well, he could have done it before we lost all of our magic…"

"Don't be so glum! We may not have magic, but we still got our two hands."

"Right!

Gajeel Rosavulpe watched them from above a building as she wrote on her notepad. "Even after everything that happened, we still have the strength to continue." She smiled as she tilted down her hat. "You really helped change things, Redfox."

* * *

King Laxus stood on the highest balcony, looking out at the nation that now rested on his shoulder.

"Your Majesty." At the sound of a chipper voice he turned around and saw Agent Florida. "My fellow prisoners and I are present and awaiting your decision ."

"I see." Laxus replied gruffly. "I have to ask, Florida, why keep quiet?"

"It would counteract what you and Redfox-san accomplished. And that will only bring chaos to Edolas."

"Fine by me. Go and wait with the others."

* * *

"This?!" Lisanna Rhea shouted at Levi as she pointed at their guildhall. "This is your brilliant idea?!"

"Quit whining." Levi scoffed back. "You wanted a way to move our guildhall around, and I gave you one."

"How is that suppose to help?!" All the Fairy Tail wizards were gathered around their headquarters, which was now in a massive cart with a humongous handle.

"It is a bit big…" Elfman muttered.

"Without any magic, this might be the only way to get around." Kagura commented.

"Where are you going?" Lucy growled as she caught Natsu about to sneak away.

"Ano," He replied meekly. "I think I can get that moving." He ran to his race car, tied a rope to its bumper with one end and the massive handle with the other.

Getting into his car, the pink-haired wizard smirked confidently. "My Fireball will get us to the Royal City ASAP!" He twisted the key into the ignition-

And only heard his vehicle, coughing in thirst.

"What's he waiting for?" Lyon asked in concern.

"He forgotten that our equipment is useless without magic." Erza commented.

"Look," Levi pinched his forehead as he heard Natsu screaming under one of Lucy's techniques. "The only way we'll get around is by pulling this with every muscle we got. Ya with me?"

"Yeah!"

The guildhall was only moved for a couple miles before stopping. "This is… impossible…" Elfman gasped for breath shortage.

"Try… heh… harder…" Reedus wheezed as he let out a series of curses.

"How come we haven't got that far?" Levi grumbled.

"Keep moving!" Lucy shouted as she and the other female members watched from the side their male guildmates panting.

"We have a long journey in front of us!" Merudy added cheerfully.

"It'll go faster if you help us!" Levi roared at them.

"You're asking we delicate maidens to slave away in such a task." Cana asked in feigned pain.

"Delicate maidens?!" The male members shouted in protest while the girls heading inside the guildhall for tea.

* * *

At the same time, Laxus stood in front of his gathered targets, including the Captains, the Freelancers, Coco, Byro, and Faust.

"Edolas has now changed." Laxus stated. "And now I have to prepare for its future." He glared at his father. "Sir Faust. For multiple crimes, including Magic Hoarding, Assault on an Alternate World, and Attempted Genocide, you are to be banished from the kingdom forever, to wander alone."

"... I understand." Faust easily accepted his charges.

"Mirajane Rheas. Marcus Hughes. Theodore Franklin Sugarboy-Donut. Nemos Byro. Reginald Hullum. None of you are allowed to leave the Royal City without me knowing about it. For your punishment, you will help the citizens in rebuilding the city." He faced Florida. "Captain Butch Flowers. You will join them after making a visit to the Mother of Inventions. You'll be the one telling Director Leonard Church that his organization is shut down by my orders for inhuman procedures."

"Yes, your Majesty." Florida nodded politely

"Why the hell are we getting a free pass?" South grumbled.

"You, Agent Washington, and Coco realized the true level of our actions and choose to save lives. For that you are cleared of your crimes."

"You want us to march around in a humiliated state?!" Mira questioned furiously. "We were prepared to surrender our lives!"

"Yeah, no offense." Hughes grumbled. "But we rather be dead than deal with this crap."

"Hmm, we were actually preparing for that action, your Majesty." Sugarboy added.

"You can't die, guys!" Coco begged. "Do you really think that we won't miss you?"

"We have committed many atrocities in his Maj- Sir Faust's name." Byro countered.

"No point hoping to live an extra minute." Wyoming stated.

"You dying isn't going to fix Edolas." Laxus explained. "Yes, you committed atrocities, but all in the belief of saving Edolas. And you all possess traits and abilities that are irreplaceable, that will benefit in guiding our world to a new era."

"He's right." Faust stated.

"Sir Faust-" Mira began.

"I know he will lead this nation well." Faust began to walk out of the castle. He paused. "Coco?"

"Y-yes?" The girl replied nervously.

"Never stop running, child." The former king said. Coco nodded tearfully in response.

Laxus left the others to guide his father to the castle's exit. "You sure you'll be alright?"

"I'll be fine." The old man held a rucksack over his back. He then smiled at his son. "Did you know on that night, I spoke with that boy."

"You mean Gajeel?"

"Yes. I asked him if he had fun being in a guild, and he was proud to say yes." He sighed. "Solidarity. Camraderies. Compassion. Those mortal traits, so easily found in that guild you and him were a part of, were traits I have forgotten long ago. I know that with those traits, you will lead wisely, my son."

"And you?"

"I must use this exile to learn, to learn what it means to be human." As Faust walked further into the desert, Laxus let out a smile smile.

"Just be careful."

"Nothing else to say?" Mira asked as she walked to right next to him.

"Nah. I know you'll be fine." He was silent for a few seconds. "What about you?"

"What about me?" The captain gruffed back.

"Don't you want to see them."

"I doubt they feel the same way."

"You don't know that." When Mira looked at him in skepticism he continued with a smile. "In Earthland, I kept watch of my guildmates. I saw the strong bond between the Strauss siblings, and I know the same is true for the Rheas family."

* * *

Eventually, with all their strength and struggle, the male members of Fairy Tail managed to get their guildhall to the city square of the capital.

"Finally." Lyon huffed as he and the others collapsed to the ground while a curious crowd gathered around them.

"Did they really dragged that thing all the way here?" A civilian asked.

"That symbol seems a bit familiar."

The girls then came out of their building, each holding an inviting smile.

"Fairy Tail is open for business!" Lisanna announced.

"Let us know of your troubles, and we'll be happy to help!" Merudy added.

"We're ready for anything." Lucy boasted.

"Our will is once again aligned with Edolas." Bisca stated.

The citizens quickly took up on the girl's offer. "I need my roof fixed."

"Any of you know how to make plumbing work without magic?"

"Since when can we do repairs?" Lyon grunted as he and the other boys managed to get up.

"Hey, at least we get some hard work." Nab said optimistically.

"You're the only one happy about that, Nab." Jet grumbled.

Suddenly, the sounds of footsteps started to overwhelm the crowd. The footsteps grew louder as the crowd parted away, revealing…

"Nee-san…" Elfman gasped tearfully. "Why are you…"

"It's Captain Rheas!" Natsu shrieked.

"What's she doing here?!" Lucy growled.

"We need to attack." Kagura said as she braced for a fight, but she was stopped by Lisanna's arm.

Everyone was silent, fearing a move would ignite the gunpowder that the tension was forming. "What do you want?" Lisanna questioned.

"...I see you're doing well." Mira stated.

"Yeah, so?"

"His Majesty is having the captains helping in repairing the Royal City, so we'll be seeing each other more."

The captain then sighed. "I get it. You don't want to see me again, not after what I did. But I'm willing to talk about if you are."

Lisanna only remained quiet in response. Mira frowned, then began to walk back to the castle.

"Hey!" She turned around and saw Lisanna marching towards her. Everyone's eyes were on the seen.

"You don't think that Lisanna could…" Cana began in worry.

"I'm not sure." Erza replied.

Lisanna stopped right in front of her older sister. She then scowled and raised up her palm.

Mira closed her eyes and awaited the coming slap. But as seconds past, she became confused. Even more so when she she felt arms surround her.

"You finally ask for that after so long, Mira?" Lisanna asked as tears escaped her.

"Lisanna…" The older girl said as her eyes watered up. "I thought you, hated me…"

"No matter how much I tried, I couldn't truly hate you. You're still my big sister…"

Mira soon entered the embrace. "I hoped fighting for the kingdom would let me save you and Elfman…"

"Let's not talk now…"

"Nee-san…" The two girls turned their heads to see Elfman at the point of breaking down.

"Come here already." Lisanna teased.

"You haven't changed, huh Elfman." Mira added.

"I'm just so happy!" He ran over and pulled his sisters into a tight bear hug.

The other Fairies, while a bit on edge with Mira's presence, could not help but smile at the sight of the family reunion.

"You really are a softie," Levi said with a smirk. "Aren't ya, Rheas?"

"Like you're one to talk." Gajeel said as she came over to him.

"Pfft." He scoffed. "Must be getting me mixed up with my Earthland self. She's more like you than me."

"Hmm, now that you mention it, my rougher double is a lot similar to you." She teased back.

"Like hell he is! I'm one of a kind!"

She laughed, then smiled in amusement. "Speaking of counterparts, what do you think they're up to."

Levi smirked. "They're Fairy Tail, aren't they? I bet they're having the time of our lives."

* * *

"As many of you know, Mystogan has left Fairy Tail." Makarov said somberly to his children. "He has taken on a responsibility in the home he came from." Everyone gazed up at a poster of the masked man hanging above the bar. "All we can do is believe he will have the strength, the strength of our guild, to guide him forever more...

"So in his honor, let's throw the biggest party we even have!"

Everyone cheered and entered celebration at full gear, drinking and partying at their fullest.

"So they were doubles of us there." Cana asked Merudy and Lyon.

"And many were the opposites of us." Merudy said, then chuckled. "You should have meet your other self. It was like seeing your reflection in a Funhouse mirror."

"Well, don't leave me hanging! Spill the details already!"

"And the Alzack and Bisca there are different too." Lyon added. "Those two don't mind showing some PDA."

Meanwhile, the two gunmen were blushing at the thought of their counterparts interacting, and secretly wishing they were that bold.

"Drinks are here, Kina!" Kinana, having recovered from her restoration, served the three their drinks.

"Thank you, Kina-chan!" Cana grinned as she drunk down her beverage.

"Just watch…" Levy said as the Nebula Knights, Kagura, Lisanna, and Lucy watched from their seats. "Holy Scrioptúr: Bogha!" She quickly formed the bow around her arm.

The girls and Bixlow clapped. "That's so cool, Levy-chan!" Lisanna cheered.

"I bet that really helped against that Byro guy." Lucy added.

"Guess you are getting stronger." Evergreen stated.

"It kinda looks painful though." Bixlow noted. "All that bone coming out of ya wrist. And you have to shoot from it two"

"Painful. Painful. Wrist."

"Very impressive, Levy." Freed said as he rubbed his chin. "You have already mastered four spells of Holy Scrioptúr. And you managed a partial transformation with one of them. I'm sure your grandfather will be proud of you."

"Thanks." The Solid Script mage flushed in embarrassment.

"Hmm, Evergreen-san." Kagura said. "You look a bit different." Indeed the Petrify Mage had her brown hair free and was wearing a skin tight green halter dress.

"Glad you notice child." Evergreen said proudly as she fanned herself. "A new look that fits the definition of Fairy!"

"Some things haven't changed that much." Levy deadpanned.

"I think Lily's making some change." Bixlow said as he pointed at the center of the party.

"Iron Dragon's Sword!" Gajeel charged with a smirk at Lily, who also held a smirk while holding up his wooden stave. The stave was charged with energy and it easily blocked Gajeel's attack.

"Damn," Nab gapped. "That's some power."

"Lily's already a man." Elfman nodded. "But with that kind of magic he's even more manly!"

"Are you at the same level as Mystogan?" Erza asked curiously.

"Not quite." Lily replied humbling as he put away the stave and reverted to his smaller form. "I only required Stave Magic to shut down the Anima's. Lax- Mystogan was more of a master in that art than I." He patted his sword, where underneath was the booklet his partner gave him before leaving Edolas.

"I think you should expand what you can do with it Lily." Mira stated. When he looked at her, she continued. "Mystogan was your partner and guildmate. By using his magic, you'll be honoring him."

Lily was shocked at first, but smiled when he recognized the nobility in it. "I agree. There's still a lot that Stave Magic can give us

"Hell yeah!" Gajeel smirked. "With you around, Fairy Tail'll be the best guild ever!"

"Calm down, Gajeel!" Max shouted.

"Geez," Wakaba grumbled. "How rough ya think Edolas's Gajeel is?"

"Actually," Lily said. " _She_ was a bit more patient and calm from what I heard. Though she still had the same stubbornness of course."

The jaws of the nearby men dropped. "Edolas Gajeel isn't a man!" Elfman shouted.

"Yeah, and the Shrimp there is a tall, jackass dude." Gajeel added.

"Geez…" Macao whispered.

"Yep, that guy was a handful."

"No, I'm trying to imagine what a chick you would be. How big was she?"

"Don't perve on my other-me!" The Dragon Slayer punched away Macao and Wakaba.

Meanwhile, Happy, the newest member of the guild, was watching the scene in amazement. "So many people. And they all have their own magic in their bodies?"

"That's correct." Carla nodded.

"Are they just as scary as Natsu and Lucy?"

"How is Lucy scary?"

"Every wizard in Earthland has magic." Lily explained. "But the magic doesn't really matter, only who uses it."

"Whoa…"

"Hey, Gajeel!" Makarov called out to the rampaging slayer as he sat next to Gildarts by the bar. "With all this talk about counterparts, what type of person was mine."

"Yours." Gajeel squinted his eyebrows, then shrugged. "I think, that you were the king there. A jackass, but still a king."

"A king, hmm."

"What about me, Gajeel?" Gildarts asked hopefully.

"Eh, don't remember seeing him."

"Aww." The Crash Warlock pouted.

"Don't fret, Gildarts." Makarov consoled. "A parallel universe means infinite possibilities. I'm sure he is out there."

"Yeah," Gildarts smirked in thought. "I bet he's awesome. Maybe he's the captain of a group of pirates…"

"Or he could be a fish." Gajeel grunted. "Or a frog."

"Don't ruin my dreams!"

"Metal Face! Kagura!" Natsu roared, as he pushed away some partying wizards. "Let's have a cat fight! Happy against your Exceeds!"

"Um, what…" Happy's jaw dropped at his proclamation as he sweated nervously.

"Looks like you've been targeted." Levy said to Kagura.

"Eep!"

"Yah think that your blue cat can win?!" Gajeel shouted as the two butted heads. "My Lily's a badass with a capital 'B!'"

"And Happy's a cat with a capital 'C!'"

"I rather not fight…" Happy said meekly.

"How pitiful. You want to give up without trying?" Carla asked in a teasing tone.

Happy blushed at the thought of Carla having faith in him. "You think I can do this?"

"Hold on, Happy." Lily said as he flew over. "I have a century's worth of battle experience. A fight would only leave to unneeded injuries to you."

"Well, if we can't fight," Happy smiled and held out a paw. "Then let's be friends!"

"Comrades in arms, then." Lily replied as he shook the younger Exceed's paw.

"And hopefully the normal definition of friends." Carla said. "Instead of that of these fools." She pointed at Gajeel's and Natsu's fight, which was now joined by Lyon and Elfman.

"Oh yeah!" Cana cheered as she swung her arm. "Haven't got rowdy in a while!"

"Now this is a party!" Bixlow laughed as his dolls danced around him.

"Let's see what you got, Gajeel!" Nab said.

"I also wish to demonstrate my skills." Freed stated, and the four joined the fight as well.

"Be careful!" Kagura called out

"There they go again." Makarov mused. "Seeing them like this, makes me wonder how Mystogan doing there."

"He'll be fine." Gildarts said. "From what I heard, he was prince, then got raised by cats, then travelled here, fought super soldiers, helped a little girl in searching for her brother, and joined the craziest guild ever. Running a kingdom will be easy for Mysty."

"I guess you're right." Makarov smiled. "Say Gildarts, how long are you staying here?"

"Not sure yet. Probably for about two to three weeks."

"Good. That time year is coming up, you know…"

* * *

Meanwhile, in the city of Era, the new Magic Council was in an uproar.

"This is ridiculous!" A wild looking councilor councilor shouted as he threw a stack of papers onto the table. "All these reports, and one guild is responsible for them alone!"

"Yes, Fairy Tail." A man with an Afro and glasses said. "They've been a headache for generations!"

"Calm down," Org, the only remainder of the old council, said sternly. "They may be chaotic, but Fairy Tail has always acted in light. They managed to destroy the Oracion Seis of the Balam Alliance."

"But there is no record of the council approving of such a meeting." Another councilor with a gray mohawk argued.

"It was enacted by a group of local guilds," An old woman said. "as if their authority superseded ours."

"Even more, despite the Oracion Seis being a dark guild, the attack on them is in violation of the Inter-guild-war Prohibition, one nearly a century old."

"And the Balam Alliance might choose to attack in retaliation."

"Unlikely. The Balam Alliance is only a non-aggression treaty between the dark guilds."

"The real trouble in that report is about that scoundrel Laxus." A female councilor stated. "It says that they claimed he was their comrade…"

"But didn't the interrogation of Midnight revealed that Ultear was controlling him when he fired the Etherion…"

"It's still a dangerous mindset!" The Afro councilor argued. "Who knows how long till they get tired of us!"

"Then what are we waiting for?!" The first councilor argued. "We must regain the trust the old council threw away when they fell for Ultear's game! We must show our new strength on the guilds! Isn't that correct, Grand Councilor."

Grand Councilor Gran Doma, wearing an ornate cloak and holding a serpent staff,rose from his seat. "Fairy Tail has been overconfident on the promise of a next time. Send word to Lahar and Doranbolt. For the next time Fairy Tail goes out of line, that guild will be splintered apart until even their S-Class's can't bring it back!"

The councilors sans Org, who pinched his forehead in foreboding, clapped in agreement.

"Let's pertain order in the Magical World!"

"Pertain order in the Magical World!"

* * *

The next morning, Levy stirred awake in the guildhall, and looked at her unconscious guildmates.

"That was some party." She said a lot. She chuckled at the state of her friends, from seeing Natsu cuddling Happy to the Strauss siblings sleeping peacefully by each other.

She then saw Gajeel and Lily sleeping next for each other, the latter looking very serene.

 _It must have been great for Lily to see his Laxus and Shagotte again._ Her focus shifted to Gajeel. _I hope Gajeel will have the same chance with Metalicana._

She walked over and knelt next to him, then smiled as he snored. _He kind of looks cute like this…_

"I… I…" She heard Gajeel mumbled.

"Wonder what's he dreaming of..."

"Iron Dragon's Hard Fist!" A metal covered fist at her face sent her crashing out through the roof.

"Gh hi hi." Gajeel laughed in his sleep. "Eat that… Ice Prick."

* * *

"Ow…" Levy, hanging on the edge of the canal, said as she rubbed at the bruise where Gajeel hit her. "I should have known that would happen."

* * *

That night, the black-haired boy was slurping up water from the river.

"Ah…" He sighed in relief as the cool fluid rivered down his throat. He gazed up at the full moon, admiring its beauty.

But the sounds of growls startled him as he saw that a pack of wolves had surrounded him.

"Keep back. I am not an enemy."

The alpha wolf let out a vicious bark, and soon the entire pack was leaping towards the boy.

But before the wolf could even touch him, the alpha suddenly to fall to the ground in a dead stillness. And soon, the rest of the pack joined him in death.

"I'm sorry," The boy said sadly as the foliage around him withered away, while birds stopped flying and plummeted to the ground. "I tried to warn you to keep away. No one can come close to me. No matter how much I want to not take life, the world still rejects me."

A tear rolled down his face. "It's been seven years…"

He then muttered five names. Begging for them to come to him, wishing to see any one of them. And two of those names, were Gajeel and Natsu.

 **Hmm, a moment of rest opens the way to the next arc.**

 **Kagura: So that man… don't tell me that it's…**

 **Yeap. Anyway, leave your reviews and favorite and follow if you want. And stay tune for next week when I do a special chapter.**


	54. Meeting Frosch

**Oh my gosh, I am so late!**

 **I am really sorry to all of you, but now you can get this chapter.**

 **Gajeel: Took you long enough.**

 **Hey, watch it! Anyway, I want to thank siulus18 for following Alternate Tail. I also want to thank Fin-Fish Jun-Tenshi, Ray Akaba 210, OneWhoCharms, and DeAmonQuEen for their reviews. First, I am glad how excited for the upcoming Tenroe arc some of you are. And second, I am glad you enjoy the connection between Lily and Carla.**

 **Gajeel: Yeah, who would have though my cat was a dad…**

 **Lily: I can assure my relationship with the queen was professional.**

 **That was in canon. I did say I would implement.**

 **Carla: And you just decided to come up with this idea?**

 **Nope! Had it planned out halfway through planning phase!**

* * *

 ** **Alright, I'll be having Rogue doing the disclaimer.****

 **Rogue: Me?**

 **Let's just say this chapter focuses a lot on you.**

 **Rogue: Alright then. DigiXBot does not own Fairy Tail. Probably for the best. He would have turned me into a child otherwise.**

* * *

 ** **Meeting Frosch****

The pitter-patter of paws echoed through the night as the green-furred Exceed ran through the streets of Magnolia.

"There he is!" A woman's voice shouted. The Exceed ran even faster, even as bits of his fur dropped to the ground.

He turned the corner in time as he heard the snap of bandages hitting stone from behind him. A wolf's howl brought even more fear.

Sensing danger, he squinted his eyes, and two white wings appeared on his back, then he jumped up and took to the skies.

"Find him!" A deep voice echoed

A menacing roar and the sound of a chainsaw filled the air as the Exceed felt he had escaped from his pursuers. But his hope faded as his wings suddenly vanished, and he plummeted straight into the canals below him.

"Where is he?!" He heard the deep voice shout as he struggled to stay afloat.

"No idea, sir." The woman's voice said.

"That creature will bring good to our guild. Hurry up and get him!"

The Exceed couldn't hear this as he fell deeper into the water, pooling the surface with green hair and bubbles.

* * *

The next morning, the streets of Magnolia acted normal as usual, with the streets covered in a thin blanket of snow thanks to the current weather.

Walking alongside the canal was a black haired boy with red eyes, wearing a black parka with a hood up and purple gloves. This boy is Ryos Conbolt, the son of Fairy Tail wizard Macao Conbolt.

At the moment he was heading over to the guild where his father was hanging. It would have been a normal day if he didn't see a green object in the canal next to him.

"Huh?" The six-year old said as he got closer. His eyes widened as he saw the green-furred Exceed, unconscious and floating aimlessly.

"Hold on!" He reached over and managed to get a hold on the Exceed, then pulled him out of the canal. The Exceed was then shivering as Ryos held him close.

 _He doesn't feel so good._ The boy thought. _What do I do?_

 _I know!_ He ran right through the streets. _I bet someone at the guild like Lisanna-nee might know something!_ He smiled as he held the Exceed close, racing closer to Fairy Tail.

* * *

"And here you go," Lisanna said as she placed two hot cocoas by Macao and Wakaba

"Thank you, Lisanna!" Macao said cheerfully as he took a sip of his drink.

"Oh, Lisanna-chan," Wakaba said lecherously. "Please go on a date with me."

"Are you sure, Wakaba?" Lisanna said as glitter appeared on her body. "You wouldn't want your wife to find out." She then transformed into a round woman with brown, puffy hair.

"Gaah!" Wakaba shouted as he nearly fell off his chair while Macao and Lisanna (Who transformed back) chuckled. "Don't turn into my wife!"

"Like you had a chance." Macao laughed. "I'm sure that Lisanna here wants a real, single man…"

"You're not my type either, Macao." Lisanna said cheerfully, causing the purple flame mages to collapse.

"He doesn't learn, does he?" Bisca said from a couple tables over as she cleaned her rifle.

"Nope." Alzack replied next to her. "And neither does Macao."

"So cool!" Lisanna turned and saw Kinana talking to Kagura and Carla.

"Hey guys." The take-over said as she came over. "What are you talking about?"

"Carla's been talking about her precognition." Kinana answered.

"Precognition?"

"It's something the Exceed Queen Shagotte said that Carla had." Kagura said.

"Basically, this power allows me to see the future." Carla explained. "And since I have learned about it, I've been slowly developing control on it."

"So can you see who'll get married in the future?" Lisanna asked in excitement.

"I can't see that far into the future, yet." Carla stated. "Let's see She then pointed at Alzack and Bisca. "For example, Alzack and Bisca will be talking about a new type of bullet that explodes when in contact with the enemy." The girls leaned forward in the direction of the gunsmen.

"So what do you think?" Bisca asked her partner.

"Would improve our abilities." Alzack nodded. "Of course, there is the timing of ignition. We'll need a way to delay the explosion to avoid it erupting when we fire."

"I examined it, it gots a layer covering it that keeps the ignition in the bullet from lighting up in the shot and lasts right past when the bullet is out of the gun."

"So accurate…" Kagura gaped in surprise.

"Quite impressive, isn't- hmm..." Carla squinted her eyebrows. "I just got another vision."

"What is it?" Kinana asked.

"It involves that black-haired boy that looks up to Redfox. He'll run into here for an emergency"

"Ryos-kun?" But before she could ask more, the door burst open and Ryos ran into the hall.

"Ryos?" Macao said as he turned his head to his son.

"Help!" The boy shouted as he held up the unconscious Exceed. "He needs help!"

* * *

"You made a good choice, bringing him here, Ryos-kun." Lisanna said as she wrapped a warm towel around the shivering Exceed.

"Thank you." The boy said politely.

"So where did you find him?" Macao asked.

"He was in a canal, all wet and cold."

"You didn't go in did you," The fire wizard asked, concern traced in his voice.

"I didn't." The six year old protested.

"This one is certainly an Exceed." Carla stated, standing next to the green Exceed on the table. "But what was he doing there?"

"I brought some hot chocolate." Kinana said as she came over.

"Thank you, Kina-chan." Lisanna said while checking the Exceed's temperature. But when she pulled away, she saw that bits of fur had clumped to her hand. "Huh?"

"Is that from the cold?" Wakaba asked.

"No," Bisca said seriously. She gently rubbed the Exceed's head, who looked at her curiously. When she pulled it back it too had bits of green hair on it. "The little guy is suffering from fur loss."

"What?" Ryos asked in horror.

"It's nothing too fatal, but eventually he'll either have too little hair or none at all on his body. That'll make keeping in his body heat a problem."

"Hmm," Macao placed a finger on his chin, humming in thought, before snapping his finger. "Give me a second!" He then grabbed his coat and ran out of the hall.

"Where's he going?" Kinana asked.

"No idea." Alzack shrugged.

"If a guy's gotta go, he's gotta go." Wakaba suggested.

"How do you know that Frosch suffered from fur loss, Bisca-san?" Kagura asked her.

The green-haired sharp-shooter smiled. "I take in a lot of unique animals I run into on my missions. So I make sure to keep up to date on caring for them."

Much later Macao races back into the hall, this time holding a small, pink frog one-piece that had a hoodie with black frog eyes on top and black spots on the back.

"What is that…" Wakaba asked.

"Could this work?" The flame mage ignored him and thrust the outfit to Bisca.

"Hmm," Bisca examined the outfit, "it gots good coverage over the body, and its thickness will help it insulate heat. It's a little big, but it might work."

"But he also has a tail." Kinana pointed out.

Lisanna smiled at them. "Just leave that to me."

* * *

Much later the Exceed was wearing the same outfit, now adjusted for his body. It even had an extension that his tail can fit in.

"Wow!" Ryos smiled in amazement as the Exceed examined his new clothes. "You managed to make it fit him. Thank you, Lisanna-nee."

"No problem." The white-haired girl smiled back to him.

"So where did you get that outfit?" Alzack asked Macao.

"Ryos used to wear that when he was little." Macao answered, before pulling out a wallet from his pocket and fiddling inside it. "Here, take a look." He held out a photograph with a baby Ryos wearing the exact same outfit.

"Dad!" The six-year old protested as his face went red from embarrassment.

"Awww." The girls cooed as they looked at the photo. "You looked so cute, Ryos-kun."

"Don't stare!" He grumbled, then he faced the Exceed. "So what's your name?"

The Exceed tilted his head to the side. "Name…" He parroted back.

"Huh?"

"Guess he doesn't have a name." Macao said.

"Well, that's not right." Ryos pouted, then smiled. "I know, I'll name you… Frog."

"Frog?" Most of the Fairies gapped. "Why Frog?" Carla asked skeptically.

"Because he looks like a frog now."

"I don't know." Wakaba said. "Looks more like a salamander to me."

"I don't think 'Frog' would work as a name." Macao said, causing the boy to frown.

"But it might be a good start." Alzack said.

"What do you mean?" Ryos asked curiously.

"Instead of using 'Frog' literally, go with a name similar to it, like 'Rana'."

"What about 'Kaeru?'" Kagura suggested.

"I'm kinda partial to "Grenouille.'" Wakaba said.

"Maybe either 'Kwado' or 'Kodok?'" Bisca added.

"There's also 'Loscann,' 'Zaba,' 'Palakâ', 'Frosch'..." Lisanna listed.

"That one!" Ryos smiled.

"Huh?"

"'Frosch!'" He turned to the Exceed. "What do you think?"

The Exceed smiled back with childlike wonder. "Fro…"

"He likes it!" The boy beamed. "Okay, from now on, your name is 'Frosch!'"

"Fro! Fro!" The newly named Frosch jumped up in the air in joy.

"So why were you in the canal?" Ryos asked.

At this, Frosch frowned. "Bad people…"

"Bad people?"

"What did they look like?" Kagura asked.

"Bad…"

"I don't think he is much able or willing to share that information." Carla said sadly.

"He just needs to forget about those bad people." Ryos said. "Frosch, do you want to look around Magnolia?"

Frosch smiled and jumped again. "Yeah!"

"Hold on, Ryos." Macao said cautiously. "If the people that were after Frosch are still out there, it may be too dangerous to go out."

"But dad, I'm the son of a wizard. Frosch and I will be fine…"

"It could still be dangerous."

"Carla and I can go with him." Kagura suggested.

"I don't know…"

"Please…" Ryos begged. "Kagura-nee is very strong."

"I'm not that strong." The swordsgirl said sheepishly, then smiled. "But I'll do my best to keep Ryos-kun safe, Macao-san."

Eventually the father relented. "Alright, but be careful. All of you."

"Thanks dad!" Ryos picked up Frosch and ran out of the guild hall, with Kagura and Carla quickly following once they grabbed their coats.

* * *

"And that's the bakery." Ryos explained to Frosch as he pointed to a building. "Erza-nee gets all her cake from there."

"Ohhhh." Frosch awed in partial understanding.

"He does know, doesn't he?" Carla asked Kagura in a whisper

"Hmm?" Kagura frowned, holding her partner closer to her pink parka.

"Frosch is obviously an early refuge Exceed sent here six years ago, just as I was. So most likely he would have parents that are searching for him."

"True." Kagura frowned in understanding. "And they would really miss him, too. We shouldn't keep Frosch from them. But on the other hand, he and Ryos-kun are getting along so well."

"The only thing we can do is negotiate when the time comes."

"Maybe they could let him stay, like Happy's parents did."

"Not all of them will have the same opinions."

Suddenly they heard loud footsteps approaching them. Footsteps that caused Frosch to shiver in fear.

"Frosch?" Ryos asked in worry.

"Bad people. Bad people."

Kagura took a deep breath, and held out her sword as three figures approached them.

The first was a black-haired, pale-skinned woman wearing a ragged, white opera dress that had no sleeves. But her arms and legs were wrapped tightly with brown bandages, and half of her face was covered with a broken white mask.

The second was a tall, lanky man wearing a bodysuit designed like green fish scales, ending with webbed talons on his hands. Over it he wore black pants and a brown open shirt about to fall apart, and a hockey mask over his face. His body was dressed with black slime like vinegar over salad as he held tight to his sludge-covered chainsaw.

The last man in the center was a giant wearing yellow skin that seemed to decay, long black hair, and pure white teeth with canines as sharp as daggers. His face and arms was covered in grey fur, his hands ended with menacing claws, and his predatory eyes glowed as if by his fury. Over his hulking form he wore black pants and a winter cloak.

The one thing they shared was a guildmark in the form of an orange coffin with two black rifles crossing behind it. The woman had her on the forehead of her mask, the slimy man's on the back of his neck, and the giant's over his heart.

"Who are you?" Kagura questioned with all the courage she could muster, standing protectively in front of the others.

"Hmm, it vould be rude to act vithout introduction." The giant replied in a sophisticated voice. "Very vell, I am Frankenvolf."

"I am the Mummy of the Opera." The woman introduced herself, then pointed at the slimy man. "This is Jason of the Black Lagoon."

Jason gurgled as he activated his chainsaw for a few seconds, which spit out black sludge into the snow.

"What odd names and odd costumes." Carla muttered cautiously as Ryos held tight to Frosch.

"Und ve are members of Transylvania Claw, a hunter guild." The giant concluded. "Ve have come for ein purpose, the acquisition of the strange cat in your possession."

"Why do you want Frosch?" Ryos asked, trying to hold down his fear.

"He is a rare one." Mummy answered clearly. "How many cats you know have wings and can talk."

"Maybe he does not want to come with you." Carla replied back coldly.

Jason gurgled some more and Frankenvolf nodded. "Ja, Jason, I agree. Die she-cat must be of the same species as der Grunne."

Carla took a step back. "Just leave us alone…"

"Ve cannot."

"Stay away!" Kagura demanded.

Mummy tsked as she shook her head. "Ah, little girl. You have no idea who you are facing, do you?" She trusted her hand forward, and the bandages of her arm extended and launched towards Kagura. But the swordgirls simply ran towards the attack, swinging Archenemy in front of her and cleaving the bandages in half.

"Impossible!"

"She cut through vithout even unsheathing." Frankenvolf gasped as Kagura threw a roundhouse kick that sent Mummy to the ground.

The swordsgirl then heard the loud sound of a motor as Jason swung his chainsaw down at her. She quickly swung her sword to block it, gritting her teeth as she struggled to hold back the weight. But then Kagura squinted her eyes, and Jason was pulled towards the building behind him.

But she was so distracted that she did not see the giant behind her, allowing Frankenvolf to swing his hand and send Kagura flying into the snow.

"Kagura/Kagura-nee!" Carla and Ryos cried out, while Frosch had tears pooling in fear.

Kagura spitted out the blood in her mouth as she got up, then charged at Frankenvolf for an attack. But she became startled when she passed through him as he dissolved into black smokes and mirror shards.

"Impressive, no." Her eyes widened as she saw Mummy, unharmed, standing next to her risen guildmates. "How easily smokes and mirrors can easily confuse the masses."

"How is that possible?" Carla asked in shock. She looked at where Kagura kicked "Mummy" to and saw only a mannequin in her place.

"I can use performance magic, making the world my stage, while Jason specializes in slime magic. Both handy in capturing our prey."

Kagura tried to attack with her gravity, but the fish-man then sprayed her with his slime.

"Gah!" She screamed as she tried to wipe it off, but her movement caused her to slime on the slime below her.

As she tried to get up, Frankenvolf grabbed her by her parka. "Just surrender, little vone."

"I-I won't…" She protested, despite shivering in fear.

"Leave her alone!" Carla screamed as she flew towards them. But she was then wrapped in bandages mid-flight and sent crashing down.

"Sorry, little cat." Mummy said in feign-guilt. "But at least bringing you back will be easier."

Ryos watched the scene in complete horror as he held Frosch tight to him. _They're hurting Kagura-nee, and then they'll take Carla and Frosch. What do I do? What would anyone do?_

 _What would Gajeel-nii do..._

* * *

" _Gajeel-nii." The boy said to the dragon slayer, who was sitting atop of the lumber during the rebuilding of the guildhall._

" _Huh," Gajeel looked down and saw the younger boy. "What are doing here, Ryos? Your old man's over there." He pointed to where the said man was talking to his friends._

" _I heard that you beat that Natsu guy. The one that burned down the old guild."_

" _Sure did," Gajeel smirked. "Course I had some help from Shrimp."_

" _Weren't you scared?"_

" _Eh?" He rose an eyebrow at the boy. "What'cha mean?"_

" _Fighting someone like Salamander must have been scary Especially since he hurt a lot of people like my dad and-"_

" _Doesn't matter if I was scared." Gajeel replied. "I had to stop him."_

" _How does that help."_

 _The dragon slayer groaned. "Look, when you have people you watch for, you just get an, inner strength or something like that. When that happens, you use that to protect who you want to protect."_

" _But how do I know if I have it?"_

" _You just know, alright." Gajeel sighed in irritation, so he didn't see the boy pondering over it._

* * *

 _Protecting people._ Ryos thought. _Just like Gajeel-nii would…_

"It seems I must put you down for gut." Frakenvolf then prepared to throw Kagura when-

"Rahh!" He didn't notice the charging six-year old until he clamped his teeth onto his ankle.

"Aaahoooh!" The giant let out a tortured howl as he threw Kagura and kicked Ryos away, sending them flying towards a wall.

"Ro!" A pink figure flew past the hunters and intercepted the two, causing them to crash into the snow instead.

"Ow." Kagura groaned as she rubbed her head.

"Are you okay, Frosch?" Ryos asked as he held the green Exceed close.

"Fro okay." The Exceed replied with spirals in his eyes

"That's enough." To the three's shock, Frankenvolf now had the tied-up Carla in his grasp.

"Let her go!" Kagura shouted as Carla squirmed.

"Hand over zhe grunn vone, or ve will crush zhe weiss vone."

Before Kagura could say anything, Ryos shouted "We won't surrender! We'll protect our friends!"

"So be it." Frankenvolf increased the grip onto Carla, and Kagura and Ryos rose to fight-

But then a set of metal knives structed into his back, while a whip made from purple flames snatched Carla from him.

"Was in Himmel?!"

"Picking on little kids," Kagura, Ryos, and even Frosch beamed at the sound of Gajeel's growl. "You creeps got some nerve." Another set of whips pulled them back to their comrades of Fairies.

"Especially since they're under our watch." Macao boasted, with Wakaba, Alzack, Bisca, Lisanna, Levy, and Lily behind them.

"Dad!" Ryos cheered. "Gajeel-nii!"

"Everyone!" Kagura said cheerfully.

"You guys are from Transylvania Claw, aren't ya?" Bisca questioned as she summoned her rifle.

"You know them?" Lisanna asked as she activated her cat-soul.

"A hunting guild that went dark when they decided to capture rare animals for sport, then sell them to the highest bidder." Alzack explained

"In this case, it might as well be slavery." Lily growled as he transformed into battle form.

"Guess these guys need to be taught a lesson." Wakaba said as smoke came out of his cigar.

"You think you can take on all of us?" Frankenvolf questioned.

Gajeel smirked as an intimidating aura radiated from him and his guildmates. "You bet!" And with that they all charged, while the members of Transylvania Claw did the same.

Lily slashed at Jason, but the fishman either block the strike with his chainsaw or let it slide off him by his slime.

 _Dammit,_ Lily growled. _Can't let a hit on him._

"Need a hand!" Several hands of smoke came from Wakaba's cigar and grabbed a tight hold onto Jason.

Lily smirked as he summoned his stave. "Thank you, Wakaba. Now then," Jason gurgled in fear through his mask. "Two Layered Circle: Blitzheart!" The fishman screamed as he was electrocuted by hundreds of volts.

"Hold still!" Mummy shouted as Lisanna nimbly avoided her bandages. The cat-girl smiled as she batted an attack with her paws. She then charged at her opponent only to see her collapse to smoke and mirror shards.

"Huh?"

"My power over you grows stronger." Multiple Mummy's appeared around her, confusing her more. "Though you turn from me to glance behind."

"Shouldn't be that hard to find the real deal!" Alzack shouted past the illusions. "Gun Magic: Mud Bullet!" He fired straight at the center of the circle.

"Lisanna, get down!" The white-haired girl followed Bisca's direction, while the sniper fired from above, sending a bullet that hit Alzack's dead center, then broke it apart and sprayed mud all over.

While the mud went through most of the Mummy's, it stuck to one of them. "Arghh!" She screamed as she tried to wipe it off her dress. "My tomb has been defiled!"

"Got you now~" The youngest Strauss then pinned the woman to the ground. "Finish yet?" She asked the now terrified hunter.

"Raagh!" Frankenvolf roared as he tried to smash Gajeel and Levy. Both managed to leap away in time. But the giant was soon blinded when purple fire wrapped around his eyes.

"Hope this'll calm you down!" Macao said with a smirk. Frankenvolf, even though not harmed from the fire, was howling in fury as he tried to pull it from his eyes.

"Thanks, Macao!" Levy smiled. "Now it's our turn! Solid Script: Fire!" The attack quickly engulfed the giant's cloak.

"Iron's Dragon Sword!" Gajeel leaped forward and slashed at the giant, leaving a massive cut on the chest and sending Frankenvolf crashing back, who was soon joined by his guildmates.

"You insolent…" The giant growled, despite the fear radiating from him, Mummy, and Jason.

"Got something to say?" Gajeel taunted.

"This isn't over, Fairy Tail!" And with that the members of Transylvania Claw ran from the Fairies.

"Looks like it is." He quipped.

"Are you okay, Ryos?" Macao asked in worry.

"I'm fine, dad." He then smiled at Gajeel. "I actually felt it, Gajeel-nii!"

"Felt what?"

"The feeling the protect who I care about."

"Fro felt it too!" Ryos laughed at his new friend's comment.

"Oh, that," Gajeel smirked. "Good for you."

"I even bit that guy really hard like you would." Ryos boasted, causing his father's jaw to drop.

"Ghi hi, now that's doing it right."

"I really should limit how much time you two spend with each other." Macao deadpanned.

"How about you, Kagura?" Levy said as she helped Kagura up while Lisanna untied Carla.

"I'm okay." She then turned to the others. "I'm sorry, Macao-san!" She said as she bowed.

"Huh?" The purple-flame mage blinked.

"I promised you that I would keep Ryos-kun safe," She said sadly, "but I wasn't able to…"

"Don't sell yourself short." Levy consoled.

"You did what you could at the time," Carla added. "Plus, it was three against one."

"They're right." Macao said. "I know you did what you could, and along with you all being okay, that's what matters."

Kagura was confused for a second before smiling.

* * *

That evening Ryos was laying in his bed next to Frosch. Since the Fairy Tail wizards couldn't yet contact the other Exceeds, it was decided that he would stay with the Conbolt's until further notice. The green Exceed was already letting out a sleep bubble when the boy spoke.

"Frosch."

"Uh," Frosch rubbed his eyes awake as he turned to his friend.

"I want to be stronger. Just like Gajeel-nii."

"Why?"

"Even though I fought back, it wasn't enough to beat those guys. All I did was bought time until the grown ups arrived. I need to grow if I want to be a true Fairy Tail wizard."

"Fro want to grow, too!" Frosch explained.

"Huh?"

"Ro is Fro's friend, and Fro want to be strong to help, and not be burden."

"Then we'll be a team. Just like Gajeel-nii and Lily-san." The boy smiled. "I'll even have a cool nickname like he does!"

"Oh."

"Maybe something like, Black Fire! No, wait Black Bite!"

"Ro?" Frosch blinked in confusion, not finding those nicknames valid.

"Wait, that's it! Rogue!" Ryos smiled. "I'll be the Rogue Ryos!"

"Yah!"

And thus began the partnership between a boy and his frog-cat. But that is a tail for another time.

 **Ah, that was a good conclusion.**

 **Gajeel: Eh, I seen better.**

 **Rogue: I thought it was good.**

 **Did you thought it was good because you enjoyed the quality, or because Frosch was in it?**

 **Rogue: Yes.**

 **...Okay.**

 **Romeo: Um, dad. You don't keep a baby photo of me in your wallet.**

 **Macao: Um, no. That would be weird. That would be weird, right?**

 **Makarov: Nonsense. Nothing's wrong with keeping photos of your children right by you. I keep a photograph of each and every one of my brats.**

 **That must be one big wallet. Anyway leave your reviews and follow and favorite if you enjoy. Stay tune for next Tuesday when the Tenroe Arc finally starts.**

 **Gajeel: Try to do it on time, alright.**

 **Grrrrr.**


	55. S-Class Trial of X784

**Happy America Day! To my fellow readers in the United States, I hope you're enjoying this July 4th. And to my international readers… I hope your day is still good.**

 **Lyon: America Day?**

 **Well, technically it's the Fourth of July. Basically it's the anniversary of America's beginning as a nation. We celebrate by barbecuing meat and lighting fireworks.**

 **Lily: Sounds terrifying.**

 **Natsu: Sounds delicious!**

 **Wait which do you- never mind. Anyway, I want to thank Jeptwin, BanRedfox, Americaiuno, and TeenofAction44D for favoriting and following Alternate Tail. I also want to thank DeAmonQueen, Ray Akaba 210, Fin-Fish Jun-Tenshi, FShield96, BanRedfox, Illusionoflove, and OneWhoCharms. I'm glad all of you enjoyed how Ryos (Rogue) and Frosch met in this story. And I'm also glad you enjoyed how Makarov keeps photos of his brats.**

 **Makarov: Sometimes when I looking at complaints from the council I take look at those photos, and wonder where I went wrong with my brats.**

 **Um, okay then.**

* * *

 ** **Okay everybody, disclaimer time.****

 **Cana: Gotcha! DigiXBot does not own Fairy Tail.**

 **Levy: All rights belong to Hiro Mashima.**

* * *

 **S-Class Trial of X784**

" _I'm sorry," The boy said sadly as the foliage around him withered away, while birds stopped flying and plummeted to the ground. "I tried to warn you to keep away. No one can come close to me. No matter how much I want to not take life, the world still rejects me."_

 _A tear rolled down his face. "It's been seven years…"_

 _He then muttered five names. Begging for them to come to him, wishing to see any one of them. And two of those names, were Gajeel and Natsu._

* * *

"Hmm." Levy hummed in relief as the water fell from the shower head and traced down her naked form. As she rubbed shampoo in her blue locks she giggled. "It's so nice to finally unwind after everything."

"Especially in a nice place like this." A voice said.

"Mmm Hmm." Levy nodded. She then froze, then turned and screamed as she saw Cana laying in her bath.

"Maybe I should move in here too." Cana mused, not affected by Levy's panic. "Hey Levy, got any booze?"

"This… is my house." Levy deadpanned as she reactively covered her naked form.

Eventually Cana managed to coax Levy to join in the bath with her.

"What's the matter?" Levy asked, noticing the down expression on her guildmate.

"Nothing. Hey, do you usually get two people in a bath with you?"

"Do you usually barge into other people's homes?" The letter mage deadpanned back.

"We've been getting a lot of new members lately." The alcoholic said suddenly mentioned.

"Huh?"

"First you. Then Merudy and Natsu. Then Kagura, Carla, and Kinana. Then Happy, and then that frog-cat Ryos got."

"Yeah." Levy smiled fondly. "Well, the more the merrier."

"It makes thing easier when one of us suddenly leaves."

"What are you talking about?" Levy asked in concern. "If there's something that's bothering you, you can tell me."

Cana then rose from the tub to her full height. "I'm… thinking of leaving the guild."

"... Eh? Ehhhhhhhhhh?!"

* * *

"That's exactly what she said, Lisanna-chan!" Levy explained the next morning while the white-haired girl wiped clean a glass. "Cana wouldn't even explain why!"

Lisanna only giggled. "Don't worry about it, Levy-chan. Cana always says something like this around this time."

"Eh?!" Levy was shocked at how calm her friend was, then reluctantly sighed.

 _I've been here for six months now. I've been part of two guild wars, face evil cults and a guild civil war, travelled to an entire new world, made new friends, and learned new magic. And yet there's still a lot I don't know…_

"Time to work!" She jumped from her seat when she heard Gajeel shout as he and Lily raced to the job board.

"Are you guys going on a job?" She asked.

"Sorry Shrimp!" Gajeel replied as he pulled a request from the board. "Need to do this alone with Lily!"

"Um…"

"I'm back!" Lyon roared as he raced half-dressed and sweaty into the hall.

"Oh, hi Lyon." Lisanna greeted. "Where are your clothes?"

"No time! Need another job!"

"Lisanna!" Elfman raced to the bar and showed his little sister a job request. "I'm heading out on another one!"

Levy quickly leaped away as a crowd of wizard charged to the bar from behind him

"Work! Work!" Alzack shouted frantically.

"Here's one for me!" Bisca yelled.

"Hey bastard, I saw that first!" Max shouted at Warren, pointing at the request in the telepath's hand.

"As if!"

"Team Shadow Gear is disbanded for this period!" Jet and Droy roared at each other.

"What's going on?" Levy asked frantically.

"Yo, Macao." Wakaba said as he sat next to his friend, who was watching the wizards heading to the bar like bees to honey.

"Yo."

"It's that time of year again, huh?"

"Brings back memories." The purple flame mage nodded. "Back in our burning soul days.

"We were just like them," The smoke mage laughed. "Much funnier seeing them act like this. Especially with the young ones and their butts~"

"Their butts?!"

"Oh yeah, you're a dad, aren't ya?!"

"So are you! Since we got kids now we can't go around staring at young girls' butts!"

"You're more a leg guy anyway, huh?"

"Damn right! I want to bite them so hard-"

Levy tuned out the conversation before it became more lewd. "What's going on?" She heard Natsu asked.

"Everyone's rushing out for jobs like there's no tomorrow." Happy responded

"Not everyone." Natsu pointed out. "Half of the guild acts like it's everyday."

"Oh, like that guy." Happy pointed at Nab, who was standing next to the job board even with his guildmates rushing chaotically to it.

"Nah, he's just lazy."

"I may not be a dragon slayer, but I still have ears, ya know!" Nab shouted at the two. "And I'm only waiting for the perfect job, alright!"

"Those two have a point." Levy said to Lisanna. "You just can't make heads or tails of it."

"It'll make a lot more sense tomorrow."

* * *

"Whoa," Levy said the next day, seeing the massive crowd gathered in the hall. "It's as if the entire guild has gathered here." A large white curtain was placed in front of the stage.

"What's happening?" Happy asked Natsu.

"Don't know." The Salamander responded.

"Master is going to make an important announcement." Kagura said. "Aren't you excited, Carla?"

"Not interested." Her partner replied

"Ghi hi hi." Gajeel rubbed his hands in anticipation. "Ghi hi hi!"

"Calm down, Gajeel." Lily reprimanded. But he too was excited. The expressions of anticipation were present in members such as Lyon and Elfman. Cana, on the other hand, has a distraught face.

"The big secrets coming out." Merudy said.

Suddenly the curtains pulled away, revealing the She-Demon, the Titania, the Crash Warlock, and the Wizard Saint.

"Come on, Master!"

"We've been waiting!"

"Give the announcement now!"

"Who is it this year?"

Makarov coughed once, and the crowd began still silent. "Since long ago, this has been Fairy Tail's custom. And now, you will know the participants of the S-Class Wizard Promotion Trials!"

The crowd went wild at the announcement. "S-Class Promotion Trials?!" Levy asked in shock.

"Come on…" Gajeel trembled, ready to burst. "Say it…"

"For this year, the setting of the trial will be the holy ground of the guild itself: Tenrou Island."

Everyone awed in suspense.

"So what happens in the trials?" Levy asked some nearby wizards.

"It's different every year…" Nab explained.

"But it's still a challenge." Warren added.

"And whoever passes becomes an S-Class wizard." Alzack beamed.

"In the last year, I have been watching for those that contained strength, heart, and soul. And these eight hold those traits so dear."

"Gajeel Redfox-"

"Hell yeah!" The dragon slayer roared.

"Congratulations, Gajeel." Lily said.

"Lyon Vastia-"

"It's about time." The ice-mage smirked.

"Elfman Strauss-"

"Looks like the S-Class's are getting another man." The take-over boasted.

"Good luck, Elf-nii-chan!" Lisanna said.

"Merudy Keymon-"

"Really?" The maguitly mage asked in shock. "The master actually chose me."

"Cana Alberona-"

The Card Mage did not show any excitement. Rather, she showed discomfort at the announcement.

"Freed Justine-"

"It looks if I shall follow in Jellal-sama's footsteps." The rune mage mused.

Lucy Heartfillia-"

"Finally." The Celestial mage smiled in excitement.

"And Mest Gryder!"

The black-haired wizard wearing an orange-red striped shirt and having a set of scars behind his right eye remained calm. But other wizards cheered for him.

"Mest's back again!"

"Last year was so close too."

"Awww!" Alzack groaned as he slumped into a seat. "I didn't make it this year either."

"There's always next year, Alzack." Bisca consoled.

"So that explains it." Levy smiled. "Everyone was taking those jobs yesterday so they can convince Master to pick them to become S-Class wizards."

"Good luck, everybody!" Kagura encouraged.

Levy then turned her gaze to Cana, who remained downtrodden. _Come to think of it, was this why Cana wanted to leave?_

"This time, they will only be one person to rise from among them." Makarov explained. "You have one week to get ready. Get to your peaks by then!"

"Just one!"

"Think Freed's the favorite."

"Nah, it's totally Mest."

"Are you kidding? It's gonna be either Gajeel or Lyon."

"Why wasn't I included?" Natsu grumbled. "Even Merudy got picked…"

"Well, you did cause a lot of problems for them not too long ago." Happy mused. "I guess they don't trust you yet."

"That's not it!" Natsu shouted. "It's because-" _I'm acting as a triple agent for the old man against his crazy kid._ "Something I can't talk about! And where'd you even heard that?!"

"Still too early for you, Salamander." Mira quipped.

"Dammit!"

Unbeknownst to them, Carla's eyes suddenly widened.

"What's wrong, Carla?" Kagura asked in concern.

"N-nothing." She lied. _What was that?_ She thought as the precognition echoed in her mind.

* * *

 _A massive tree breaking apart at the trunk, and collapsing to the ground beneath it._

 _Cana on her knees as tears raced down her face…_

 _Gajeel looking with a face of pure fear, pooled with tears of worry..._

 _A pale hand lying dead still in the gas..._

 _And a black-haired boy with a dark and foreboding expression._

* * *

 _Who was that?_ She asked herself.

"I know we have a lot of new wizards here." Makarov said. "So let's give a refresher."

"In one week, each one of you has to pick a partner." Mira explained.

"Partner?" Levy asked.

"This will test how the participant can work with other wizards."

"They are two rules to the partner selection." Erza continued. "First, they must be a member of Fairy Tail. Second, none of them of them can be S-Class wizards."

"So that means neither Mira-san, Erza-san, or Gildarts-san can become a partner." Kagura said. "Which makes sense, anyone with Mira-san as a partner would be overpowered."

"The details of the exam will be revealed after the arrival at Tenrou." Makarov stated. "But this year, you'll have Erza and Mira as obstacles."

"Ehhhh?!" Many people shouted.

"So no one can get to S-Class, unless they beat either Mira or Erza?!" Levy asked.

"Even if they won't go all the way, it'll still be rough." Warren groaned.

"Stop whining," Gildarts said with a smile. "The S-Class's before you all went through this."

"Wait a minute…" Elfman said in fear and realization.

"No way…" Lily gasped.

"Alright!" Gajeel smirked. "Look's like the old-timer is getting in on this!"

"Why are you excited for that?!" Lyon shouted at him.

"The chosen eight will take their partners with them to Hargeon port one week from now. That is all!"

* * *

"This year will be bringing the maximum, as always." Lyon mused as he sat with his teammates (Sans Mira), along with Elfman, Lisanna, Merudy, and Lucy.

"It's pretty amazing that all of you are first-time challengers." Levy pointed out.

"I know that all of you will do your best." Lisanna said.

"With nee-san and the others there, the path isn't a cakewalk." Elfman grumbled.

"One year's all I need." Gajeel boasted.

"So who will be your partner?" The Solid Script Mage asked.

"Who else? Lily obviously."

"Thank you." The warrior smirked back

"That's not fair!" Elfman protested. "Lily can fly, fight, and stave! He's overman for this!"

"Have to ask, Lily." Lyon said. "Did Mystogan becoming S-Class years back have something to do with the Anima stuff?"

"That's correct. S-Class missions allow a greater range we can visit with minimal scrutiny. And between a masked man and a talking feline, it was quite clear which of us would draw the least attention."

"Don't forget you'll be facing Mest as well." Lucy added.

Lily grinned. "It would be interesting to see my partner and old accomplice face off. But it won't matter. I vow to make Gajeel an S-Class wizard by any means necessary."

"You guys might be my guildmates," The Dragon Slayer announced. "but hell I'll go easy on you!" He then growled. "I'm just wasting time here! Let's move!" And he and Lily raced out of the hall.

"I never seen Gajeel so determined." Levy said in awe.

"Just as Mystogan probably used S-Class missions to search for Anima's," Lucy explained. "I'm sure that Gajeel think he'll find Metalicana easier if he was an S-Class wizard."

"Well, I know he'll do his best." Levy smiled, then turned to Lucy. "So who are you asking to be your partner?"

"To be honest, I'm not sure." The Celestial mage admitted. "I don't know anyone that would want to work with me…"

"Don't sell yourself short, Lu-chan." Lisanna said. "You wouldn't have been picked if you weren't strong. Besides, you have nine of the twelve spirits-"

"About that," Lyon sheepishly began. "You'll more likely have eight..."

"Huh?"

"What are you even talking about, Lyon?" Lucy asked.

"He means that I'll be his partner." Loke announced as he suddenly appeared.

"Loke?!"

"Hey Loke!" Elfman greeted. "It's been a while! Men should keep in contact with each other better."

"Time difference between the real and celestial world makes conversations a bit difficult." The lion spirit joked.

"Anyway, Lucy." Lyon spoke up. "Back when we all thought that Loke was human, he and I promised each other that we'll be partners for the S-Class trials."

"Which means I'll have to suspend our agreement until after the exams." Loke explained. "But don't worry, I'll be using my own magic to make a gate."

"You understand, right Lucy."

"Nah, it's okay." She relented.

"Does Loke still count as a Fairy Tail wizard?" Levy asked.

The Lion Spirit smirked as removed his tie and jacket, then pulled down the back of his shirt to reveal a green guild mark on his back.

"I'm still a Fairy Tail wizard." He said. "And for the pride of my guild, I'll make sure my fellow lion becomes S-Class."

"I can always have you watching my back." The ice mage smiled.

"Just leave it to me."

"Good luck, you two." Lucy said, then sighed. "Great. Can't even go all out…"

A hand was then placed on his shoulder. "You need some extra muscle, you got some here." Natsu said.

Lucy turned around in shock. "You want to be my partner?"

"We were a good team back in Edolas, right?" The Fire Dragon Slayer grinned. "Any guy that gets in your way, I burn them away."

"I don't even compare to any of the others." Lucy argued.

"So? I'll make sure you're strong enough to crush anyone." Natsu said, causing the celestial mage to have a faint blush on her face…

"Tee hee." Happy giggled from behind them. "He wants to help cause he liiiikes you."

"That's not it!" Natsu shouted.

"They seem like a good team." Lisanna giggled under her breathe.

"I was actually going to ask Natsu to be my partner." Merudy murmured under her breathe.

A certain ice mage overheard this and had a minor panic attack. _She wanted Natsu as a partner? Urgh, why did fate placed us again on opposing sides!_

"If you need a partner, I can lend a hand." Lisanna offered

Elfman's jaw dropped at this. "Wait, what?!"

"Really?" Merudy asked.

"You're a really nice person." The youngest Take-Over said. "And I got a bit of fighting experience too, if that helps."

"Alright then." The Maguilty Mage smiled and the two shook hands. "Can't wait to see."

"But who's gonna my partner, Lisanna?!' Elfman protested.

"What do you mean?" Lisanna teased. "Someone has been giving you a heated stare for a while now."

"Huh?" Elfman turned to where Lisanna pointed and saw Evergreen giving him a cold, calculating stare from the bar.

"Evergreen seems a bit miffed about Freed picking Bixlow as his partner." Lisanna suggested. "So you can ask her."

"Evergreen…" Elfman muttered nervously, shaking under the petrify mage's gaze. _It's like she's trying to turn me into stone._

* * *

"Are you okay, Carla?" Kagura asked as she held onto her partner while they walked through the snow that evening. "You've been quiet since the announcement."

"I just have a bad feeling about the trial. Kagura, you must not be involved in that event."

"Okay. But it's not like anyone would want me to be their partner."

"Don't be so sure, Miss Mikazuchi." A voice said. Both turned around and saw the eight candidate Mest walking towards them.

"Oh," The swordsgirl gasped. "You're…"

"Mest Gryder." He answered. "Disciple of Mystogan and one of the three Anima hunters."

* * *

"There you are, Gajeel." Lily said as he walked over from their home. "Dinner's almost ready. It's beef stew with iron filings." He saw that the Dragon Slayer was sitting on a rock, looking out to Magnolia. "Gajeel?"

"It's finally time to shine." Gajeel smirked in pride. "I'm definitely becoming S-Class!" Lily smiled at his partner's determination.

* * *

"Ah." Levy smiled as she felt a snowflake land on her tongue. "Nothing like a snowing day for Magnolia." As she continued to walk, she spotted a figure lying in an alleyway.

"Huh?" As she walked towards it, she screamed as she saw Cana lying comatose among multiple bottles.

* * *

"I owe you one, Levy." Cana said as she wrapped the blanket tighter around her body. She and Levy were at the letter mage's apartment. "If you didn't find me, I would be a drunk-sicle."

"Would you not joke about this." Levy argued. "You've been acting weird the past few days."

"Didn't Lisanna or Mira told you. I just got some S-Class blues."

"Does that have something to do with you wanting to quit the guild."

At this Cana sighed. "This is going to be my fifth attempt already. I'd failed the first four. Talk about a lousy wizard."

"You're an amazing wizard." Levy protested. "Does it really matter if you failed a certain number of times?"

"Yes. This will be my fifth and final attempt. If I don't become an S-Class, I'm leaving Fairy Tail."

"But what's so important to you about being S-Class-"

"I just have to be one!" Cana suddenly shouted, startling her friend. The card mage sighed. "If I don't become S-Class, I won't have the right to meet him…"

At this, Cana explained everything. Levy became more shocked at each sentence of her story. At the end, tears raced down Cana's face as she held herself tight.

"... and that's that. If I don't become an S-Class this time, I'm leaving Fairy Tail. No buts about it."

Levy shook in fear at the other's declaration. But then she clenched her fist.

"Then let me be your partner, Cana!" She shouted. "Let me make you an S-Class! I won't let you leave the guild!

Cana was silent for a few seconds as her eyes teared up. "Really? Thank you, Levy."

* * *

One week later, the eight candidates and their respective partners had gathered at Hargeon. An aura composing of strength and heart came from each of them as they joined Makarov on the galleon.

But even their aura couldn't last hours later against the immense heat.

"I'm gonna melt at this rate." Lucy moaned as she laid flat on a beach chair. The heat was so unbearable that the girls and most of the boys have changed to beach wear.

"None of us are taking it well, either." Cana said as she waved herself with a paper fan.

"The convections here keeps the weather like this all year round." Levy said.

"Still doesn't make it easier." Lisanna countered.

"Even Lyon's feeling it." Merudy said, turning away from the ice mage with a flushed face as he laid panting and being completely naked.

"I'm gonna die…" Gajeel moaned as he tumbled around.

"Hey, don't go spewing here." Loke warned. Gajeel turned his head to the side and began to vomit out to the sea.

"Half-pint won't make it easier for me."

"Well, as Mest's partner, she has no choice." Lily said.

"You know, I can't get used to the idea that we'll be enemies quite soon." Evergreen said.

"Hoooootttt." Elfman moaned from next to her

"Weren't we their enemies during Fantasia." Bixlow mused. "And so were the pinkies."

"I doubt we need a reminder, Bixlow." Freed said as he meditated in an attempt to fight off the heat.

Eventually, a massive tree emerged from the horizon, and the ship started to approach a huge island.

"I can see it!" Loke said. And the Fairy Tail wizards got to the side of the ship to gain witness to a massive island. THe island had a large forest-covered hill that released a waterfall, and on top of that hill was a massive tree that towered at twenty-stories high, which had its own landmass at the top.

"We're finally at Tenrou!"

"What a shape!"

"Is that an island on an island?!"

"There was an old tale," Makarov said from the bridge of the ship as the vessel came to a stop. "That fairies once lived on that island. This island is where the guild's first master, Mavis Vermillion, was born. And it was there that she now sleeps."

"So you're going to her resting place dress like that?" Lyon questioned, pointing at Makarov's purple Hawaiian shirt.

"Said the nudist to the stylish old man."

"Speaking of which," Merudy said to the ice mage. "You might want to put on some clothes."

"I will now explain the details of the first exam." The old man continued.

"First exam?" Kagura asked.

"The trials are split into different exams." Mest explained.

"See the smoke rising up from the beach. Head there first. Over there are eight paths. One for each pair, and only one pair on each. And behind these paths..." A holographic image appeared beside him. "Are the obstacles you must face. Only the groups that face them can get through."

The image had an entrance circle that splits into paths numbered one to eight. Two pairs of paths converted into a single circle that said "Battle," one path went into a circle named "Peace'," and the last three each went to a circle named "Hard Battle" with an image of Mira, Erza, and Gildarts respectively.

"Get through them, and you will pass the first exam!"

"Battle?!" Levy gasped.

"There's a quiet spot." Merudy noted.

"So we can fight any of the S-Class's if we're unlucky." Lyon realized.

"In 'Battle,' two teams will meet up." Makarov continued. "Only the winner of the match shall be allowed to get through. In 'Hard Battle,' you face the most difficult challenge: To defeat an S-Class wizard to proceed. And 'Quiet' is where you can go through without fighting anyone. To win requires both skill and luck!"

 _Luck?!_ Most of the wizards thought.

"If we're lucky enough, we can get to the quiet path." Levy said to Cana.

"We still got a one-eight chance." Cana stated.

"Logically, only a maximum of six teams can make it through this exam."

"But the S-Class's roads are practically off-limits!" Elfman argued.

"Which means three teams is the worst case scenario." Lucy moaned.

"Neat!" Natsu grinned.

"You now know everything to this." Makarov said. "So let the first exam begin!"

The wizards did not move. "Aren't we still on the ocean?" Loke asked. Makarov gave a cheeky smile in response.

"See ya, losers!" Gajeel shouted as he and Lily flew up. "I get first pick!"

"No way!"

"Lousy cheater!"

But before the two could leave, Gajeel and Lily crashed into an invisible wall and fell back to the ship.

"Rune walls," Cana gasped as she saw runes appearing on the edge of the ship. "But that means-"

"Don't worry!" They heard Freed called out as he (With his rune wings) and Bixlow (Standing on his dolls) flew to the island. "The runes will collapse in five minutes."

"Why not lock them up forever?" Bixlow asked.

"Then they would not be a competition."

"Freed!" Lyon shouted as the two got closer to the island

"You bastard!" Cana gritted her teeth. "That has to be cheating!"

"There's no rules about slowing your opponents down." Makarov shrugged.

"He'll cover the island in runes by the time we get there!' Merudy argued

"He really thinks that can stop us," Evergreen said as she placed a finger by the runes. "I've known Freed for a long time." She then lifted the rune wall. "One of this caliber is so easy to rewrite."

"Nice one, Evergreen!" Elfman said.

"Let's get moving!" She shouted, and the two leaped through the opening before it closed again, diving into the water.

"Maaaann!"

"Great," Lyon growled. "Now Freed and Elfman got a head start."

"Don't forget," Lucy said. "There's another person that can beat Freed's runes."

"Already on it." Levy said as she traced blue rune marks into Freed's design. "And done!"

"Nice!" Gajeel leaped into the rune wall, but it was still impenetrable. "Um, Shrimp. I think you made a mistake."

"Nope!" She popped her mouth as she activated her wings. "Just made it possible only for me and my partner."

"What?!"

"See ya, boys and girls!" Cana waved as Levy picked her up and the two flew to the island.

"Wait!" Gajeel screamed. "Shrimp!"

"Can't believe she did that!" Lyon seethed

"How long we got left?" Lisanna asked.

"About four minutes." Merudy said.

"That means Levy rewrote it in just one." Lily said in awe.

* * *

Eventually the two girls landed on the beach right in front of a bonfire. "Nice." Cana smiled. "First match and we're about ahead of five teams."

"Looks like we're the third one's here." Levy said as she deactivated her wings. In front of them was a stone enclave with eight caves, each with a sign holding a letter next to them. Two of the caves were sealed by a barrier magic.

"We just need to be lucky enough to pick the right one." Cana mused.

"Don't worry," Levy smiled. "You'll become S-Class, no matter what." Cana grinned back, and the two entered Cave C, which sealed up behind them.

* * *

Finally, the five minutes had passed up, and the rune barrier around the guild had faded away.

"It's gone!" Natsu shouted. "Let's move now!" He grabbed Lucy's hand and the two jumped into the water.

"Hurry up, Loke!" Lyon called out.

"Put some clothes on first!"

"Eat my dust!" Gajeel taunted as he and Lily rocketed to Tenrou.

"Oh yeah? Ice Make: Dolphin!" Two ice dolphins sprouted from the mist around his hand, which he and Loke jumped onto and rode on to the island.

"Hang on tight, Mere-chan!" Lisanna said as she bulleted through the water in her Mermaid-form, with the Maguilty mage holding tight onto her waist.

"Dolphins and Mermaids?!" Lucy exclaimed.

"Ah man!" Natsu shouted. "We're behind now!"

"What about Mest and Kagur-" As Lucy saw up, she saw that the two wizards had already vanished. "How did they do that?!"

* * *

Soon Gajeel and Lily landed on the island. "This place," Lily said. "I can already sense great magic radiating from it."

"Same here." Gajeel grunted. As they walked towards the enclave, they saw that four of the paths have been sealed off.

"Looks like Runes and Jester, Elfboy and Stoneyes, and the Drunk and Shrimp have made it here." Gajeel said. "Who'd ya think are the other two."

"I'm guessing Mest and Kagura. But now only four paths are left." Lily said. "And two of them are radiating the most energy."

"Which ones?"

"Path D and E." Gajeel smirked. "Well, I guess we're taking Path E."

"Why that path?"

"Cause obviously the Titania will be there! And I never got the chance to challenge her!" Gajeel raced into Path E, with Lily following while mumbling on improper judgement.

* * *

"Who do think is coming?" Cana asked as she and Levy sat in a cavern illuminated by glowing bugs flying around. The cavern had three paths, two of which were sealed up by wooden gates. Above the cavern was a sign with the Kanji for "Battle."

"No idea." Levy admitted.

"At least we're not facing S-Class's like Erza or Mira. But now any of our teammates could come from the other side." She pointed at the remaining path. "If we get stuck with Gajeel or Lyon or Freed…"

"Don't worry." Levy consoled. "We just need to think positive."

"It's a lot brighter than I expected." A female voice that was familiar to the two said.

"They're spirit light bugs." Another explained. "They're only active in the summer, where they light up to attract mates."

"Oh boy." Cana said as she and Levy stood ready for a fight.

Entering the cavern was Merudy and Lisanna while the path behind them was sealed up. Both pairs stared at each other in silence before Merudy spoke.

"Well, this is awkward."

* * *

"Titania." Gajeel called out as he and Lily walked through their path. "Come out, now!"

Lily shook his head. "We don't even know if Erza is in here."

"Where else would she be?" Another path in front of them opened up, and the two walked in. When they entered the cavern, they were shocked by the immense amount of magic in the room, emanating from a tall figure in the center.

"Who the hell-"

"That's… not Erza…"

"Hey Gajeel, Lily" Gildarts smiled at the two. "Hope you two won't hold back on me."

 **What, you really thought I would just stick with the same old match ups? Well, except for Gajeel vs Gildarts, but that had reason.**

 **Cana: Urgh, and I'm betting Merest and Lisanna won't go easy like Freed and Bixlow did.**

 **Freed: You knew about that?**

 **Cana: It was pretty obvious.**

 **Heh heh, so true. Anyway, leave reviews and don't forget to follow or favorite.**


	56. The First Exam

**Yo! Sorry for the late update. This chapter took longer than I thought.**

 **Mira: It's not surprising, you're using new matches that are different from the anime.**

 **True. Anyway, first I want to thank BanRedfox for favoriting Fairy Tail. Second I want to thank Fin-Fish Jun-Tenshi, Ray Akaba 210, OneWhoCharms, two guests, DeAmonQuEen, and BanRedFox for their reviews. I am so glad on how hyped you're all are in the new match-ups.**

 **Cana: How exactly will I win?**

 **Just wait and see.**

* * *

 **Alright, it's time we do the disclaimer.**

 **Gajeel: Calm down already. DigiXBot does not own Fairy Tail.**

 **Lily: All rights belong to Hiro Mashima.**

 **And only two chapters left…**

 **Gajeel: Geez, try not to get too excited.**

* * *

 **The First Exam**

" _Oh boy." Cana said as she and Levy stood ready for a fight._

 _Entering the cavern was Merudy and Lisanna while the path behind them was sealed up. Both pairs stared at each other in silence before Merudy spoke._

" _Well, this is awkward."_

* * *

" _Hey Gajeel, Lily" Gildarts smiled at the two. "Hope you two won't hold back on me."_

* * *

 _Merudy and Lisanna._ Levy thought as the four prepared for their match. _Merudy was an S-Class back in Phantom Lord. And I was connected to her magic twice. She'll be tough to face…_

 _Merudy might be the stronger of the two, but Lisanna's no slouch._ Cana thought. _While she isn't Mira or Elfman, she can still bring a lot of damage._

"So," Lisanna began with a smile. "Who goes first?"

Cana took a deep breath and pulled out two cards from her satchel. "Heaven. Wind. Wind Edge!" The cards glowed, and when she threw them at her opponent, a massive burst of wind was released.

Merudy and Lisanna braced themselves against the attack, and were barely able to remain still against the intense gale. "Animal Soul:" Lisanna shouted over the wind. "Armadillo!" Her body glowed for a few seconds before she transformed into a giant, magenta armadillo.

"Let's go!" She rolled into herself and, against the immense wind rolled at immense speed at Cana and Levy, who managed to leap away in time. This caused Cana to lose focus, causing the windstorm to fall apart

"Yikes! Solid Script: Fire!" Levy blasted the word, but the attack broke apart against Lisanna's shell. "Aw man!" She continued to leap back from each rollout, not gaining a moment to stand still.

"Hang on, Levy!" Cana tried to run towards her partner, but stopped at a Maguilty Sodom barely grazed her neck.

"Sorry, Cana." Merudy said as more blades surrounded her. "But I'm not planning on losing."

"Neither am I. Summoned Lighting!" With three card in her hand, Cana blasted the pink-haired girl with a burst of green lightning. Merudy attempted to use her blade to block the attack, but a few small bolts still managed to hit her, making her grit in pain.

"Argh!" Cana suddenly screamed, feeling as if electricity was coursing through her. "The hell-" She looked down and saw a familiar pink band on her wrist, and another on Merudy's. "Shit!" _Her pain tolerance will easily beat mine!_

"Now then," Merudy said as she charged at her opponent with an energy blade in each hand. "Let's dance!" Cana pulled out two cards, which attached to her forearm and grew into shield that she used to block each attack.

"Cana!" Levy called out, continuing to dodge Lisanna despite the strain. "Strategy 10!"

"Go for it!"

"Solid Script: Smog!" Forming the word quickly, Levy then tossed it into the ground, causing the entire Cavern to become pitch black.

Lisanna stopped rolling and looked around. "Where is she?" She couldn't find even a glint of either Levy's blue hair or Cana's tanned skin.

"Dammit!" Merudy gritted, her sight blocked from the smoke.

"Leave this to me, Mere-chan!"

 _Ah reckon we switch tactics, miss Lisanna._ A woman's voice echoed in the Take-Over's mind.

 _I agree,Cingul._ "Animal Soul: Cat!" Lisanna then transformed into her cat-form. _Felis?_

 _Behind nyu!_ With her senses, Lisanna detected Levy's and Cana's heartbeat. "Meredy, eight and nine o'clock!"

"Maguilty Blade!" The Maguilty mage launched her blades at those directions, however-

"Holy Scrioptúr: Bogha!" Transforming her arm, Levy used her altered appendage to block the attack.

"Keep them busy, Levy!" She heard Cana rumbling through her satchel. "Got a plan to beat Merudy!"

"On it!" As she saw movement in the smoke, she quickly wrote with her right arm. "Solid Script: Shriek!" When fired from her bow, a high pitch wail radiated from the word.

"Arghhh!" Lisanna covered her ears in an attempt to block out the sounds.

"Solid Script: Sleep!" In her distracted state, she couldn't respond in time as the word hit her, making her fall to unconsciousness.

"Lisanna!" Merudy quickly ran her and managed to catch the girl before she could hit the floor. A burst of wind made her cover their faces as the smoke was blown away.

"Okay then," She glared at Levy. "Not holding back now." She then became confused as she saw Cana drinking from a bottle. "What are you doing?"

"You'll find out." Cana smirked. Suddenly the pink-haired girl started to stumble as she felt her vision shift.

"What was that-"  
"Just as I thought. You, Merudy Keymon, are a light-weight!"

"What kind of attack was that?!" Levy shouted in shock at the card mage.

"Hey, how else would I fight." Cana smirked.

"De-link." Merudy gritted. But while her dizziness faded, a pounding headache took its place. "Oh no…"

"Solid Script: Freeze!" Levy fired straight at the distracted pink-haired girl.

Cana pulled out three cards and slammed them into her palm. "Icicle!" From it came a blast of ice attack. When they converged at the hangover-feeling girl, they trapped her in a massice icicle.

"Alright!" Levy cheered as she and Cana hive-fived.

"First Exam passed!" Cana said, immense hope now filling her.

"By the way," Levy began. "Was beating Merudy with alcohol really necessary."

Cana laughed. "I prepared a weakness trump card for everyone. For Gajeel a chariot summoning. For Mira an angel card. And for Freed a harem card."

"Harem card?"

"Long story. Come on," Cana pointed at the third gate, now open. "We got a lot more to go through."

"Speaking of which, I wonder how the others are doing?"

* * *

"Yikes!" Mest shrieked as he grabbed hold onto Kagura. The air by them vibrated for a few seconds before they vanished, only to reappear a few feet away with the area they last were in hit by a Darkness Stream.

"Nice reflex," Mira, in her Beelzea form, complemented from above. "But it'll take more than that to win.

Kagura shook nervously as Mest swallowed in fear. _So this the power…_

* * *

 _Of an S-Class!_ Lucy thought as she doved onto a rock formation as dozen of swords crashed where she stood before.

"Is that all you have?" Erza questioned, flying above them in her Heaven's Wheel armor. She then heard a loud roar, but easily moved aside and slammed Natsu back into the water.

"Natsu!" The Celestial mage shouted in worry as the Salamander rose up.

"Damn it," Natsu gritted. "And I thought Metal Face was tough."

* * *

"Beast Soul!" Elfman roared, then ran towards Freed in his transformed form. As the take-over launched his fist at his opponent. But Freed easily stopped it with the tip of his rapier.

"Brute force, Elfman," Freed rose an eyebrow. "I thought you would have learned after our last duel."

Evergreen watched the scene from above. _No way he'll last against Freed by himself. I'll have to intervene._ She was about to dive down when she sensed an approaching attack, then flew around to dodge a series of green lasers.

"We're not teammates in this match." She gritted her teeth as she saw Bixlow and his dolls laughing from below her. "And I already promised Freed I'll help him win."

"So be it!"

* * *

"To be honest, I was hoping for at least one match." Lyon muttered as he and Loke walked through a peaceful path.

"Look on the bright side," His partner said. "We got the easy path while everyone else is wasting away."

"True, and while everyone else is dried up, we'll have enough to make it through the next exam." _But this means I have an advantage over Merudy. I want to give the match to her, but doing so will be an insult._

"Hey, Lyon."

The ice mage blinked in returned focus, then turned to Loke. "Oh, sorry. What is it?"

"Nothing much. Just giving a prayer to whoever is the poor son of a bitch that's stuck facing Gildarts or any of the other S-Class's."

* * *

"This isn't good." Lily said as he pulled out his sword, while Gajeel was smirking at the nonchalant Gildarts. "We'll need to come up with a sound strategy-  
"Time to lose, old man!" Gajeel yelled as he charged right at the Crash Warlock.

"Gajeel!"

"Hold on, Gajeel." Gildarts said as he held up a hand.

But the Slayer didn't stop. "Iron Dragon's Hard Fist!"

"H-hey, I'm not in the right mindset yet." Gildarts stated, a sense of nervousness tracing in his voice. "Calm down.

"Don't go charging in like that!" Lily reprimanded. "Gildarts is known for obliterating his opponents!"

Gajeel roared as he slammed the iron-covered fist right at Gildarts's face, but the attack was easily caught by his hand. Gajeel growled as cracks appeared on the iron scales, then-

BOOM!

A massive explosion came from Gildarts's palm and engulfed the Dragon Slayer, spraying broken iron scales all over the cavern.

"I told you," Gildarts said. "I'm lousy at holding back."

"I don't believe it." Lily gasped, fear and horror filling his voice. "Has Gajeel… been destroyed?"

"Not yet!" Both looked up and saw Gajeel right above the Crash Warlock, his body now armored completely as he dived blade first at his opponent

But Gildarts only smiled back as he caught the sword. As soon as he did, the area around him became a large crater.

 _No way,_ Gajeel thought in a morbid awe. _He used Crash on the ground to cushion his fall._

But the Crash Mage frowned as he sensed another opponent approaching, and used his elbow to block a strike from the Musica Sword.

"Too slow." He smirked at the Exceed, who gritted in response. But now that he was distracted, Gajeel got away from his grip and reverted his armor.

"Iron Dragon's Sword!" The slayer shouted as he charged in blade first.

Gildarts only smiled as he easily blocked both attacks, while Gajeel and Lily struck at full intensity.

 _They take it so seriously._ He laughed as caught the two swords in his arms, then slammed the two warriors together by their heads. In their dazed state, he slammed his elbow into Gajeel's face, before punching Lily in the stomach, and ending with throwing them into a rock wall near the entrance.

 _But Gajeel is fighting with a smile._ He thought as Gajeel got up, then swallowed a lot of air.

"Iron Dragon's… ROAR!" From his breath came a river of iron larger than any roar he had unleashed before.

 _You've gotten stronger, Gajeel._ Gildarts said as he held his hand out to the coming attack. _A dragon hatchling already close to becoming a true king of beast._ A white net of energy was released from his palm and stop the roar mid-flight. As it grew further down the roar, the net split it into several metal cubes. But the net spread even further, eventually tracing the onto the confused slayer.

"What the hell-"

"Gajeel, move!"

"Ah, shit!"

But it was too late as the slayer was surrounded by a white light, before vanishing completely.

"I fucked up," Gildarts cursed in frustration. "I went with all my power."

"Gajeel," Lily fell into his knee as reality came crashing down on him. "You… killed…"

"Don't worry." Gildarts said. "He's probably not dead. It wasn't that kind of magic. Just look up." The shocked Exceed did, and his eyes widened even further.

Raining down onto the cavern floor were hundreds of four-inch replicas of Gajeel's, all unconscious.

"Hundreds of Gajeel's?!" Lily shouted. "What kind of magic was that?!"

"That was Disassembly Magic." Gildarts explained. "Learned it during a fight against Irene." The mini-Gajeel's landed into a small pile. "Basically it breaks them down into small models of the original. Don't worry about it, he'll back to normal in a little bit. But bad news for you Gajeel, it's the end of the line. You have fai-"

"Not so fast!" A high-pitched and crass voice shouted. The Crash Warlock looked down to the source, and he was surprised that all of the mini-Gajeel's had got up and were now shouting in determination.

"I ain't giving up yet!"

"Ghi hi hi! It's over now!"

"I may be small, but I've got an army!"

"And we have a dragon, in teeny tiny pieces!"

"So say's Gajeel!"

"I'm the real Gajeel, dumbass!"

"No, I am!"

 _Multiple Gajeel's._ Lily thought. _One enough was a handful._

"Pss, Lily." He turned his head and saw that one of the mini-Gajeels was now on his shoulder. "I got a plan to beat him."

"You sure?"

"Ghi hi. He won't see what's coming, just need the crowd to keep him busy."

"You messed up big time, breaker!"

"With this many, you can't win!"

"The battle is mine!"

"Got to admit," Gildarts smirked, with eagerness and caution mixed in his eyes. "I never faced an opponent like this."

* * *

"Moshi Moshi!" The archer Sagittarius fired arrows upon arrows at Erza, but in her purgatory armor, she easily deflected it.

"Requip: Sea Empress Armor!" Equipping on a green, fish-like armor, she dove back to the water and slashed at it, releasing a wave straight at the spirit and his caster.

"Argh!" Lucy screamed as she was blasted back while her spirit was sent back to the spirit world. Natsu leaped in and caught her.

"Thanks."

"Come on, already. There has to be a way to beat her."

"Maybe there is." Lucy stated. "We'll need some cover first."

"On it!" Natsu smirked. "Fire Dragon's Iron Fist!" He thrusted a fire-covered fist into the water, releasing clouds of steam into the air.

"Now what?" Erza asked, trying to pierce through the cloud. She then heard a familiar gong, and turned to the source. As she walked towards it, she then heard an enchanting voice.

"What-" She squinted her eyes, already feeling her body's wish to fall asleep.

Suddenly a whip cracked and snapped the sword out of her hand before grabbing her wrist. "What the-"

"Fire Dragon's Roar!" In her distraction, she didn't move as a river of flame that pushed away the fire and sent her slamming into the wall.

"Alright!" Lucy cheered while Natsu laughed. "A direct hit!" She turned to a young girl with a harp next to her. "Thanks, Lyra."

"No problem, Lucy-san." The girl said before fading away.

"That was easy!" The Dragon Slayer proclaimed.

"Not exactly." Both were startled as they saw while her hair was a bit signed, the Titania was mostly unharmed.

"Not even close." The Celestial Mage gasped.

But to further surprise, Erza only smiled. "Congratulations, Lucy. You passed."

"... huh?" Lucy asked intelligently.

"But we didn't even beat you!" Natsu protested.

"True, but you managed to use the situation in your favor, taking advantage of what you possess. You'll make an excellent S-Class on day. Both of you, actually."

"Hold on!" Natsu shouted. "The rule said that we have to beat you if Lucy want to be an S-Class. So we can't leave until-" He froze when he felt a blade right by his jugular.

"Do you really want to test my power, Dragneel?" Erza questioned the sweating Slayer coldly.

"That's okay." Lucy said cautiously as she carefully pulled the sword away from Natsu. "We'll just go." Erza smiled as the two (with Lucy sighing in relief and Natsu grumbling) headed off.

* * *

"Gravity increase!" Kagura shouted as she trusted her hands forward. Mira felt immense pressure.

"Thanks, Kagura!" Mest smiled, then teleported right behind the pinned down S-Class. _A good chop at behind soon keep her down._

"Satan Soul: Halphas!" Mira transformed once again, then vanished into thin air.

"Huh?!"

"She was fast enough to escape my gravity?!" Kagura exclaimed.

"You never underestimate your opponents." Mira stated as she appeared behind the terrified teleporter, right before she knocked him out with a chop at the neck.

"No!" Kagura pulled out Archenemy and prepared to charge, but Mira only raised a finger and launched a single, small beam of darkness magic that hit at the girl's forehead, knocking her unconscious.

 _Was it a good idea to use a weak attack, Mira-sama?_ Halphas asked her master as Mira caught the swordsgirl before she could hit the ground.

"I can't go rough on her," Mira answered as she laid Kagura gently down. "She's still a kid. She has a long way to go." She smiled. "Hope I'll get to test her for real one day."

* * *

"Dark Ecriture: Pain!" Freed scribed the runes onto Elfman, forcing the takeover to scream in agony and back away.

"Alright, babies!" Bixlow called out from next to his partner. "Light him up!"

"Light him up! Light him up!" The five dolls were about to fire their attack, but they blasted out of the air by a swarm of energy needles.

"Not today." Evergreen said as she landed in front of Elfman, then flapped her wings forward, releasing a cloud of dust at Freed and Bixlow.

"Ah, shit." Bixlow cursed.

"Fairy Bomb: Gremlin!" She snapped her fingers and the dust combusted easily into a pillar of fire that swallowed the two wizards.

"Thanks!" Elfman smiled at her.

"Just doing my responsibility as your partner, alright." She explained.

"Still was pretty manly of you." Evergreen's eyes twitched in annoyance.

"Honestly, Evergreen." Both froze when they heard Freed's voice coming from the dying fire. "You think you can throw one in my eyes." The fire faded away, revealing Bixlow and Freed safe inside a box made from runes.

"Dammit," Elfman cursed. "They're not even scratched."

"Right now the others are finishing," The rune mage continued. "So I wish to end this quickly."

 _No way that Elfman can beat either of them head on,_ the petrify mage thought. _And Freed and Bixlow know my magic as much as I know theirs. We can't beat them, unless…_

"Wait." Evergreen suddenly said, confusing the other three. "There something you two need to know."

Freed rose an eyebrow. "What is it?"

* * *

"Charge!" The army of tiny Gajeel's raced forward at Gildarts, roaring loudly in their high pitched voice.

"Oh boy." The Crash Warlock smiled. But he became confused when half of the Gajeel's stopped by the cubes of iron left from Gajeel's roar. "Huh?"

"Fire!" The army threw the cubes at their opponent, leaving dozens of them flying at Gildarts. Gildarts simply swept his arm and shattered them into smaller fragments, then send them flying back at the approaching division of the army and knocking them back. But in his task he did not see a second division coming from behind them, letting them grabbed him unaware.

"Ehh?!" He shouted as one Gajeel pulled at his hair, then more began to pull and bite at his face. "OW!"

"Ghi hi hi!" The other half of the army below recovered, and charged once more, shouting out all at once.

"Iron Dragon's Roar!"

"Iron Dragon's Sword!"

"Iron Dragon's Club!"

"Iron Dragon's Hard Fist!" Each Gajeel used a variety of spells onto the warlock, even using each other as swords and weapons.

"Fucking hell, that hurts!" Gildarts shouted against all the poking and punching. "You are too annoying!" A black net of energy formed from his hands and swallowed all the Gajeel's. "Turn back!" The army was then reverted back into a single Gajeel.

"And stay back!" But before the slayer could even move, Gildarts caught him by the shirt and threw him at the wall.

"Finally over."

"Not quite!" He looked forward and saw Lily bracing out a glowing stave, with a strained smirk on the Exceed's expression. "Look up."

The red-haired wizard turned upward to see five magic circles arranged in a straight line above him, all glowing in intense magic. "Son of a-"

"Five Layered Magic:" Lily said. "Sacred Song!" With a slam of his stave into the earth, the magic circles glowed brightly before releasing all their magic onto Gildarts in the form of a single violet beam, sending out tons of dust and rock into the air.

Lily fell to his knees once more, but this time reverted to his smaller state as he breathed heavily. _That was… all my magic._

"Nice plan." To his shock, the fading dust revealed that Gildarts was barely scratched from the attack. "Having those mini-Gajeel's distract me so you can release a final attack."

To this Lily smirk. "Actually, Gildarts, you're mixing up who was the real distraction." The Crash Warlock rose an eyebrow in confusion. He was about to ask when he felt the earth shake beneath him.

"No way-"

"Dragon Slayer's Secret Art!" He couldn't move in time as Gajeel came bursting from the ground leg-first into his abdomen, his lower body now a large drill. "Karma Demon: Iron Spiral!"

Gildarts gritted his teeth as he felt the drill challenging his crash magic's defenses. He grabbed hold of the moving drill, then unleashed his magic to push himself off and land gracefully onto the ground. Gajeel stopped spinning his lower body and reverted it back to normal, then landed back in the same way.

"Now I see." Gildarts murmured as he saw a tunnel where he threw Gajeel. "You attacked me so Lily could prepare that spell, but you also wanted me to turn you back to normal. Then when Lily attacked, you prepared your own final gambit. That's some teamwork."

"It didn't work…" Lily gasped as he saw that Gildarts, while having his clothes partially shredded from Gajeel's attack, was still unharmed. "And we both used our full power..."

"Ghi hi, that's what you're thinking, Lily?" Gajeel laughed as he pointed at the Crash Warlock. "Look a bit closer. I got him to move from the original spot! "

 _That's true. Gajeel's attack caught him off guard, and caused him to move when he didn't before-_

 _Wait a minute._ Lily's eyes widened in realization. _Then that means he can easily defeat Gajeel alone without taking a step!_

"Ghi hi- oh…" The Dragon Slayer's smirk fell as he started to stumble. "Woah…"

"And now he's stumbling! He has no chance!"

Gajeel turned his head. "Have some faith in meeeee…."

"You're not even looking the right way!"

"What you showed me Gajeel was almost everything an S-Class needs." Gildarts said. "Strength, brains, and heart-pounding determination. As your test supervisor, I would normally let this be enough to pass you…"

"Fuck that." Gajeel growled once he steadied himself. "There's no point becoming S-Class unless I bring you crashing down!"

The Crash Warlock smiled fondly. "I figure you would say that. So that's why…" His voice became cold as his eyes transformed to solid spheres of determination. "I won't go easy on you." The Dragon Slayer stopped tumbling as he froze at the older wizard's expression.

"You have a lot of good traits, Gajeel. But there's one thing left you'll need to reach the top of the magic world. And not just reach it, but know it!" The air came crashing down as Gildarts unleashed the entirety of his power, ground beneath him breaking apart just being by it.

The same aura was pushing back at the Slayer, who could only watch in morbid amazement at the intense power Gildarts had. Never in his life had he felt such magic…

* * *

"W-what was that?" Levy gasped while she and Cana changed from their swimwear back into normal clothes. "An earthquake?"

"No, it's magic." Cana explained while drying her hair. "A humongous amount of it."

* * *

Gajeel breathed heavily as his senses took it all in. The air crackling from the magic, the immense power pushing against his body, and Gildart's serious expression hitting him like it was crash magic.

Even though his legs were shaking, he took a step forward. He growled, then pulled back his fist and roared with all his might as he prepared to charge.

But before he could take another step, he became still and numb. He couldn't will his fist to launch at his opponent, only an arm's length away. His sweat covered body no longer listened to his direction, already pooling with an alien feeling, a feeling he hasn't felt in a long time.

And with this, he fell to his knee.

"I…" Gajeel let out, "I… yield…"

Lily looked at his partner in worry, unfamiliar with the expression visible on the slayer's face. "Gajeel..."

The Crash Warlock looked down sternly at Gajeel before smiling.

"Wonderful." He said to the paralyzed youth. "I not mad that you got the bravery to stand up to me. But those with the courage to re-sheath their blades are the most rare.

"Fear is not 'evil.' Nor is it a 'weakness.' Rather, it is the insight of your weakness. By knowing it, you can become stronger, and more gentle. You can find new solutions. That's what it means to become an S-Class.

"Now you know. And, now you have passed."

Gajeel continued to exasperate as he took in the news. "But why…"

"Cause you're supervisor said so." Gildarts shrugged, then smirked. "The trials don't end here, though. You still have to face master past this. And they are more grueling tests waiting for you. Just have the confidence, Black Steel.

"I know you can do it. Take it not from a supervisor, but from a friend. It's not about how powerful a wizard you are, but what reason you're fighting for. It gots nothing to do with age, career, or seniority.

"We're more alike than you think, Gajeel. I don't want to lose to anyone, especially you. But I'll like another chance to fight you, despite the risk. So go on, Gajeel. Become the S-Class I know you will become!"

As Gildarts left, Gajeel remained still. Fear still lingered in his body as tears raced down his expression. Yet despite that, a seed of courage unlike any other had now taken root in that fear.

 **Man, that. Was. Intense.**

 **Gajeel: Keh, like I would be that afraid…**

 **Have you even met Gildarts?**

 **Gildarts: Ah, that was a fun day. Those Dragon Slayers really gave a challenge in both timelines.**

 **I hope that Luffy will do the same.**

 **Gildarts: … Are you confusing me with Shanks again?**

 **Maybe. Anyway, don't forget to review and favorite and follow this story. See you next week.**


	57. The Mysterious Black Wizard

**Well, it's all coming to a close. After so long it'll finally end.**

 **Gajeel: You can't end this story now!**

 **Huh? Oh, I not talking about Alternate Tail. I'm talking about the canon Fairy Tail. Just one chapter left, and the series that ran for eight years will be coming to a close.**

 **Lucy: We had so many memories.**

 **Natsu: And awesome fights.**

 **Erza: Forming strong and amazing friendships.**

 **Gray: It seems weird it'll be coming to a close. Yeah, they were stories like Bleach, Soul Eater, and Code Geass that did the same, but I thought that we get a few more years.**

 **Well, all good things must come to an end. Anyway, I just want to thank WackyCat, tashasfrye, and LavenderKimino for favoriting and following Alternate Tail. I also want to thank DeAmonQuEen, OneWhoCharms LavenderKimino, Ray Akaba 210, and Fin-Fish Jun-Tenshi for their reviews. I'm glad you all enjoyed the switched up fights.**

* * *

 **For here, I'm having Elfman and Evergreen do the disclaimer.**

 **Evergreen: Not a problem, DigiXBot does not own Fairy Tail.**

 **Elfman: Fairy Tail is owned by Hiro Mashima, who despite what most of you people are saying, is still a manly writer!**

* * *

 **The Mysterious Black Wizard**

" _We're more alike than you think, Gajeel. I don't want to lose to anyone, especially you. But I'll like another chance to fight you, despite the risk. So go on, Gajeel. Become the S-Class I know you will become!"_

 _As Gildarts left, Gajeel remained still. Fear still lingered in his body as tears raced down his expression. Yet despite that, a seed of courage unlike any other had now taken root in that fear._

* * *

 _Six years ago._

" _Come on, Gajeel." Gildarts said as the young boy panted with all his limbs on the sandy beach. "Is that all you have?"_

" _Iron Dragon's Sword!" Gajeel screamed out as he leaped once again at the crash mage, only to be knocked back to the sand._

" _How long have they've been fighting?" Lisanna asked, wincing as the slayer failed again._

" _37 minutes." Jellal answered, nervous about how injured Gajeel must be by now._

" _Talk about stubborn." Lyon muttered._ Was I that bad when it came to Ur...

" _Ugh, what an idiot." Mira scoffed. "And taking on that crash power isn't helping his brain."_

" _That's just demeaning to Gajeel." Erza scowled at her._

" _Whatever, armor girl. This is already losing the entertainment value."_

" _How is this entertaining in the first place?" Lucy questioned._

" _Why does Gajeel continue to do this?" Elfman asked in concern._

" _Gajeel believes that he has to be the strongest if he wants to accomplish his goals." Lily explained._

" _And since Gildarts holds this title, that makes him one of the walls he must overcome." Erza realized._

" _Correct."_

" _I guess if you're raised by a dragon, it would make sense." Cana muttered._

 _Gajeel ignored them as he prepared another strike._ Just you wait old man, one day you'll be eating dirt…

* * *

"Gajeel?" The Dragon Slayer was pulled back to the present by his partner's voice.

Lily was looking up at him from the ground. "Are you alright?"

"I'm fine." Gajeel grunted back, despite Gildarts's words repeating over and over in his head.

Eventually they arrived at a clearing where they found six others. "Looks like you made it!" Levy waved from next to Cana. But she frowned when she saw the slayer's expression. "Is everything okay."

"I won, didn't I?" Gajeel said.

"Well, congratulations." Cana said.

"Looks like you survived." He looked past the two and saw Lucy (cheerful) and Natsu (bored) sitting on a boulder, while Loke (nonchalant) and Lyon (depressed?) were leaning against the nearby trees.

"So did all of you." Lily joked back.

"I take this is everyone then." Makarov said as he came over to the group. "Well done, then. First to Cana and Levy, who beat Merudy and Lisanna in the 'fight' round."

"What do you think about that?" Cana asked smugly.

"Well, that explained why Lyon seems so down." Lily muttered under his breath.

"Lyon and Loke were lucky to pass through the 'quiet' zone." The master continued.

"Fu fu." Loke laughed quietly while the ice mage shrugged.

"Lucy and Natsu were actually able to survive against Erza…"

"What?!" Most of the older Fairy Tail members shouted.

"We were just able to impress her enough." Lucy said.

"Keh, it wasn't a real fight. She was holding back." Natsu mumbled.

"Are you talking about the same Erza?" Cana asked in disbelief.

"And Gajeel and Lily were able to overcome the barrier known as Gildarts Clive."

At this everyone's jaw dropped. "That's impossible!" Lyon shouted.

"My prayer actually worked." Loke blinked in shock.

"No way!" Lucy shouted.

"How did you do that?!" Cana yelled.

"A bit of luck, a bit of skill," Lily answered. "And a bit of Gildarts's mercy."

"Hold on," Levy said. "Where are Kagura and Mest? Did they fail too?"

At this Makarov placed his hand over his heart in a three-handed gesture. "Master?"

"I'm afraid that Mest and Kagura were trapped with **her** , the fearsome demon."

* * *

"Mest-san?" Kagura shook the shoulder of the unconscious wizard.

He then sprung upward as he rubbed his head. "I knew that she would be strong, but never on that level. But for my teacher's legacy I must! Alright, Mirajane, let's-" He paused when he realized that the she-demon was not around. "Huh?

"She was already gone when I woke up." Kagura answered sadly. "I found this note next to me." She handed the piece of paper to Mest, whose eyes widened when he read it.

"She failed us?! Not another year…"

"I'm sorry," Kagura said as she tried to hold back her tears. "I promised I would do my best, but Mira-san was too strong…"

"It's alright." Mest said to the young girl. "Are you hurt anywhere?" When she shook her head, he smiled in relief.

* * *

"Oh boy." Most of the wizard sighed in pity for the two.

"I doubt Mira would have held back." Loke said in sympathy.

"At least she would have gone easy on Kagura." Levy argued.

"Still, favor wasn't on their side." Cana commented.

"So that leaves Freed and Bixlow against Elfman and Evergreen." Lyon commented.

"Not to sound biased, but I'm sure that Freed-sensei won that match." Levy said.

"That's true, Elfman couldn't beat him alone last time, even with me and Lisanna fighting next to him." Cana added.

"WAIT!" A loud shout came from the tree as Elfman came over with Evergreen helping him walk. "We not only beat Freed, but made it past him and Bixlow!"

"First exam passed." Evergreen said.

Makarov's eyes widened in shock. "What the-"

"They actually beat Freed and Bixlow." Lily blinked.

"How did you two did that?" Lyon asked skeptically.

Elfman was uncomfortably silent before speaking. "I can't reveal that as a man!"

"All that matters is that we beat them with a split-second opening." Ever said proudly.

 _Just what exactly did they do?_ Cana thought curiously.

Makarov coughed to get their attention. "In any case. This means that five teams have already passed the First Exam. So now you must brave the second."

"How long will you be depressed for?" Lily questioned his partner.

Gajeel remained silent as one sentence echoed in his mind. _So go on, Gajeel. Become the S-Class I know you will become!_

Gajeel smirked, then started laughing.

"Gajeel?"

"Vastia!" He pointed at Lyon. "Alberona! Heartfillia! Strauss!" With each name he shouted with the strength of an explosion.

 _Last names, huh?_ Makarov thought cheekily. _He's bringing every fiber of his will…_

"Only one of us is becoming an S-Class Wizard! And I'll beat every last one of you to reach that peak!"

"As if I will lose to you." Lyon smirked back.

"I'm not backing out." Cana countered proudly.

"Neither am I." Lucy nodded.

"As a man, I have no choice but to accept your challenge!" Elfman roared.

"Good! I'm ready to crush you!" Gajeel shouted eagerly.

"Prepare for defeat." Lily added.

"As if!" Levy challenge. "I'm making sure Cana becomes an S-Class!"

"I won't go easy on any of you." Loke stated. "Not even you, Lucy."

"I'm fired up now!" Natsu shouted.

"You are all real men-" Elfman was about to shout when a fan slapped his arm.

"Try to keep it together." Evergreen stated as she hit him again.

"Hey- ow!"

"I doubt those two will win." Gajeel chuckled.

* * *

Back at path A, Kagura was still pouting over her and her partner's defeat.

"How long are you going to make that face for?" Mest teased playfully.

"But…"

"Hey, Kagura, do you know why Tenrou is known as Fairy Tail's sacred ground."

"Eh…" Kagura wiped away the remaining tears in her eyes. "It's because this is where First Master Mavis's resting place is."

"Yeah. But that's not the only reason. This island is surrounded by a barrier that can't be penetrated, no matter what kind of magic is used."

"Wow, is it because of First's grave?"

"Actually, I think it's because there's another secret here." Mest got up and wiped the dust off his clothes. "Hidden from the world."

"What do you mean?"

"Not sure. Want to look for it?"

"Sure!"

* * *

"Find the First's grave in six hours, he tells us." Cana grumbled as she and Levy ran through the forest. "We'll meet him there, he tells us. It'll be easy, we all thought."

"Less talking and more running!" Levy screamed as the massive beast nearly reached them.

* * *

"Finally, we're here." Carla said, standing on the beach of Tenrou Island.

"Heh, heh." Happy panted next to her. "Was is it a good idea to come here?"

"We're only here to watch." She replied, though steel was penetrating her voice.

"Are you worried for Kagura?"

"Of course I am!" She shouted. "I was against this, but…"

* * *

 _A week earlier…_

" _Mest Gryder," The teleporter introduced himself to Kagura and Carla. "Disciple of Mystogan and one of three Anima Hunters."_

" _Mystogan's disciple?!" Kagura exclaimed._

" _So you're aware of Edolas?" Carla questioned._

" _That's right. It's good to finally meet you, Kagura. Mystogan, or Laxus as you knew him, told me a lot about you." Suddenly looked to the sky and opened his mouth._

" _Um," Kagura began. "What are you doing?"_

" _Don't worry, I only want to know how the snow taste like."_

" _Ok."_

" _What an odd man." Carla huffed disapprovingly_

" _Kagura," Mest said as he continued to let snowflakes into his mouth. "Will you lend me your strenght?"_

" _If you're going to ask her that, then make proper facial contact!" Carla shouted._

 _He finally closed his mouth and looked directly at the two. "Sorry about that," he said as he rubbed his head sheepishly. "Whenever I want to know something, I get completely absorbed into it. That's how I found my first Anima. Anyway, with your power Kagura, I hope to finally learn about the world of S-Class. So lend me that strength."_

" _I'm not sure." The swordsgirl rubbed her arm nervously._

" _Well of course she won't!" Carla shouted._

 _Mest was silent for a few second before diving into the river._

" _I want to know what a winter river feels like." He said while floating on his back._

" _You are by no means to hand with this weirdo!" Carla said to Kagura._

" _He's not exactly a bad person." Kagura argued. "Besides, this might be how I can pay Lax-Mystogan for helping me."_

" _You already helped to save Edolas! That's more than enough!"_

" _But that was because of what he did."_

" _No means no, young lady!"_

* * *

"But no matter what I said, she still decided to help him." Carla finished explaining. "She even decided not to speak with me."

"The silent treatment for a whole week," Happy said. "I never thought Kagura would do that."

"She's surprisingly stubborn."

"So are you." He added cheerfully.

"The type of person Mest is isn't the only problem. It's the exam. I just have a bad feeling about it."

"Oh yeah! Did you have one of those precog visions."

"It's only fragments, but enough to make me wary."

"Still, if this guy worked with Laxus and Lily, he must be a good guy."

"Yes," Carla frowned. "There's something that doesn't add up, though. Why haven't either of them mentioned him prior. I first attributed that to Pantherlily's habit of secrets…"

* * *

"Achoo!" Lily suddenly sneezed.

"You're not getting a cold, are ya?" Gajeel questioned.

"No, nothing that major."

"So just five teams, huh? I kinda thought Half-Pint and her partner would have made it. Speaking of which, how the hell he ended up as Mask Man's partner?"

"Laxus told me that the two meet by accident, when Mest discovered the Anima's by accident. I have never meet him often though, only learning about him through his mentor."

"When was that?"

"It was… three years? No, two? Hmm…" Lily frowned. "For some reason I can't seem recall when Laxus meet him, or when he first talked about him?"

"Well, at least he did well in the last exam… wait." Gajeel scowled. "I don't remember what happened to him then."

"Something's not right."

"Yeah… wait, I got it!"

"About Mest?"

"No, the grave! I'm betting it's in the top part of the island, that giant tree!."

"That's worth an investigation." Lily smirked, and the two flew upward to the top of the island.

* * *

"He mentioned knowing him when I asked, but he didn't explain further." Carla frowned. "And when I asked the other in the guild, they didn't recall much about him. Far too little for an S-Class candidate…"

* * *

"Kinda rough that Kagura-chan and Mest didn't make it." Loke commented as he and Lyon kept back a flock of sharp-talon birds away.

"Even if was against Mira, he should have done better than last year." Lyon said as he froze a bird solid. He then frowned. "Especially with Kagura as a partner. Better than… wait."

"What is it?"

"Do you remember who was Mest's partner last year?"

"No," The spirit squinted his eyes. "For some reason, I can't focus on my memories on Mest."

"Same here. Every time I try it gets fuzzy."

"We'll deal with that latter. First is the Second Exam. You got a guess where the grave could be, Lyon?"

"No," But then the ice mage smirked. "But I know who will."

* * *

 **'** **"** **And finally there's the fact he picked Kagura." Carla squinted her eyebrows. "I know that she's a strong girl, but why would he pick a new comer?"**

"Maybe he heard of her from Laxus or Lily?" Happy suggested.

"Even if he heard how she help Gajeel and Natsu against Faust, why not pick an older member. And it is as if he picked her specifically."

"Actually, I just realize something." Happy suddenly said. "If he was helping Lily and Mystogan with the Anima's, why didn't he come to help us in Edolas. He could have found an Anima like Mystogan did to get here."

He then noticed that Carla was frozen stiff. "Oh no…"

"What is it?" The blue Exceed asked in concern.

"I've been a fool. The troubled memories, the claim he was the apprentice of Mystogan, someone that Kagura trusts so dearly, the fact he picked her. It was all part of his horrendous plan to... Kagura!" Carla screamed as she flew at breakneck speed.

"Wait for me!"

* * *

"Mrrmmm." Mira mumbled as she continued to turn the ladle in the pot aimlessly.

"Are you alright, Mira-nee?" Lisanna asked. The two, along with Merudy were at a table with a shade placed above them, both set next to a medical tent in a clearing.

Mira returned to reality and nearly dropped the ladle. "Huh?"

"I asked if you're okay."

"Sorry." Mira sighed. "It's just, it's been hours and Kagura hasn't been back yet."

"She and Mest could be taking the scenic route." Merudy suggested.

"Or they just got lost." Lisanna smiled. "You don't need to worry too much."

"Did I went too hard on her?" Mira asked herself. "I needed that spell to only put her down safely. Or maybe she's mad at me that her partner loss-"

"Hello there." Erza said as she came over.

"Hi Erza." Lisanna waved. "Where were you?"

"Just seeing Gildarts, Freed, and Bixlow off." The swordswoman explained. "They're about to head back to the guild."

"They're not even going to stay to see who wins." Merudy asked.

"You know how males are, too impatient." Erza turned to Mira. "What's wrong with Mira?"

"... or maybe my attack cause her to get amnesia, or maybe…"

"She's gone to big sister mood, stage one." Lisanna sweatdropped.

"Stage one?" Merudy asked.

"Don't ask."

"I have this." Erza reassured. "Mira, did you know that Elfman and Evergreen are getting married?"

The sound of thunder could be heard as the ladle snapped in half from Mira's grip. "What?!"

"Is that stage two?"

"I think Mira-nee just skipped to stage three!"

"It's alright." Erza explained to the raging demon. "It's only a bluff they used against Freed and Bixlow."

* * *

" _So let me get this straight," Erza heard Gildarts said to Freed and Bixlow. "You two got beat cause Ever told you that she and Elfman were getting hitched."_

" _Not the exact words…" Bixlow said._

" _It seems I still have a lot to do before I can take Jellal-sama's place." Freed mused._

" _Ha ha ha!" Gildarts laughed. "Man, you two were gullible!"_

* * *

"Oh. That's it, phew." Mira easily calmed down after that. "I mean that makes sense. There isn't anything going on between those two. Can you imagine if they got married and have a kid…"

* * *

 _In Mira's mind was a baby with light brown hair, which was wavy at the ends and spiky at the front. The baby had Elfman's face and was wearing Evergreen's glasses._

" _I'm a real baby!"_

* * *

Mira grimaced. "On second thought, it's too creepy to think about…"

"Don't be silly, Mira." Erza said. "Depending on how you think of it, it could be cute."

"Elf-nii-chan and Evergreen, huh." Lisanna smiled. "They could actually get together."

"So where are Mest and Kagura?" Erza asked.

"I don't know. They should be back by now." Mira said with a frown. "Even if Mest was Mystogan's apprentice…"

"Hold on," Erza interrupted sternly. "Mystogan's apprentice? I thought Mystogan only worked with Pantherlily, and that was only in the shadows"

"Oh yeah, you guys didn't know. Mest worked with Mystogan before he headed back to Edolas."

"When did you learn of this."

"After Edolas/ During Edolas." Both Mira and Merudy answered. They then turned to each other in confusion.

"Hold on, Mira." Merudy said. "We learned that from Lily and Mystogan after sending the Lacrima back."

"No, we learned that from Lily after we came back, at least that's what I remember…"

"Why would you two have conflicting memories about this?" Lisanna asked.

"No idea." The she-demon then scowled. "But I bet I know who would. Merudy, mind coming with me for a bit?"

"Sure." The pink-haired girl replied as she got up.

"Would you want us to come as well?" Erza asked.

"No, I'll need someone to be here if Kagura and Mest get here, and someone to make sure Mest stays here when I get back."

* * *

"Men should not be running from the enemy!" Elfman screamed as he and Evergreen ran from a massive spotted boar.

"Would you shut up and be quiet for a little bit!" Evergreen yelled at him.

The boar got closer and closer to them, its sharp teeth ready to bite into their flesh.

"Watch out!" Elfman tackled into Evergreen, causing the two to roll away from the boar's path and roll into a tunnel that went down through a cliff. When the boar tried to go after them, it got trapped in the opening, making it squeal in frustration.

The two got out of the tunnel and landed on a grassy field dotted with a few trees. Evergreen opened her eyes to find herself cradled in Elfman's toned and sturdy body…

"Get off!" She shouted as she pushed the take-over off him.

"Hey!"

"We made that plan as a ploy to get Freed and Bixlow off guard, remember." She said. "So don't go thinking that I actually like you, alright!"

"Of course not." Elfman protested, then smiled. "But I got to thank you for that. I never would have come up with such an unmanly plan."

"Would you stop using such terms?!"

Their bickering was then interrupted when the grass around them was being crumbled.

"What in the world?" They heard. Getting up and turning to the source, they saw a black-haired boy wearing a black robe and a white toga. "They are people… on this island. I thought no one would be here."

"Who the hell are you?" Elfman questioned.

"Only people from our guild can enter here." Evergreen stated.

"Guild?" The boy echoed. "Oh, so this island is controlled by a guild. I thought it was abandoned after what she told me…"

"What are you babbling about?' Elfman began to walk closer to the boy.

"No!" The boy shouted. "Don't come closer."

"What do you mean?" Both Fairies stood still in caution.

"I'll leave, okay. Just please, don't come near me."

"What's with this guy?" Evergreen asked.

"Not sure we can just let him run off." Elfman muttered.

"N-no…" Suddenly the boy clenched his head as if having a massive migraine. "It's coming… The death praying… is coming…" A sphere of black aura began radiating from his body, easily passing through the nearby trees. Elfman and Evergreen remained frozen in fear as the aura came closer to them…

"Get down!" They heard Gajeel shouted as he tackled them into the ground, letting the aura pass harmlessly above them.

"It can't be…" The boy muttered as the three got up. "Gajeel."

"What are you doing here, Gajeel?" Evergreen asked.

"Don't go surprising us like that." Elfman stated.

"There you are, Gajeel!" Lily said as he flew over to them. "We were about to head above. Why did to leave?"

"No idea," Gajeel grumbled. "I just got this weird feeling to come over here."

"What is that?" The other three were confused at the Exceed's statement until they looked around.

"All the trees in the area…" The petrify mage began.

"Are withering away." The takeover finished. Indeed the trees had suddenly lost their leaves, while the green were decaying away at a rapid pace.

"Was it his magic?" Lily asked as he landed next to Gajeel, gazing at the black-haired boy.

"He's definitely no run-of-the-mill wizard." Evergreen stated, a hint of fear mixing in her tone.

"Listen up, creep!" Gajeel shouted at the boy. "This island belongs to Fairy Tail, our guild! And we're having an exam, so just scram off!"

"You've really grown, Gajeel." The boy suddenly said. "She would have been proud. But you're resemblance to him is… frightening."

"What he's talking about?" Elfman asked. "You know this creep, Gajeel?"

"I've never seen him in my life…" The dragon slayer gritted, rage pooling inside him.

"If you're here, are the others as well? Wendy? Sting? Romeo? Natsu?" As this the boy's eyes started to water. "Please tell me… tell me if Natsu's here!"

"Shut up already!" Suddenly Gajeel burst with his Iron Dragon's Sword activated, then slashed at the boy's chest, sending him flying back.

"He just attacked him!" Evergreen shouted.

"All of a sudden?!" Elfman yelled.

The boy then smiled in mid flight. _I see… it seems the dragon slayers are not yet strong enough. And Gajeel was the oldest as well… yet even he can't break me…_ He then landed gracefully on his feet.

"Start talking!" Gajeel roared as the wound on the boy's chest began to fade away. "Who and what the hell are ya?!"

 _I should kill him now before- no!_ The boy thoughts became more rambled. _I don't want to kill anyone!_

 _You had before._ Tears continued to flow out of him.

 _I didn't want to! I need at least one dragon slayer to be strong enough to kill me!_

"He's crying now?" Lily asked in shock.

"Urgh… urgh…" The boy clenched his head in pain.

"This creep is clearly too dangerous." Evergreen gritted.

"Yeah," Elfman nodded, glaring at the boy. "We need to get moving."

"R-run." The boy suddenly said.

While Gajeel looked in confusion, the pair behind him easily knew what was happening.

"The black wave thing?!"

"It must be taking the life force from the area!"

"Everyone get back!" Gajeel shouted

"Ahhhh!" The boy screamed in agony as another black wave emanated from his body.

Gajeel activated his armor scales as the wave got closer, while Elfman and Evergreen ran for it at their maximum speed.

"Gajeel!" Lily shouted as he tried to fly towards his partner, but Elfman grabbed him and carried him away.

"Don't go rushing in!"

When the wave faded, the area was completely empty except for Gajeel, who stood as still as a statue with his scales now pitch black. Suddenly his body began to shake, as a few scales started to pop off him at immense speed.

"Get down!" Lily shouted. The three fairies fell to the ground as hundreds of scales erupted from Gajeel in all directions, snapping apart the nearby trees.

"Where did that jackass went?!" Gajeel shouted as he looked around. "He just vanished!"

"What did you just do?" Elfman asked.

"What are you talking about?"

"That aura kills anything in its path," Evergreen explained. "Yet your armor was able to take the damage."

"Not permanently though," Lily pointed at some of the scattered scales, which were now decaying like the plants before. "They must have absorbed the dark magic, then Gajeel's body expelled them to protect himself."

"I guess," Gajeel grunted. "But who was he?"

* * *

Meanwhile, the same boy was wandering aimlessly through the forest.

 _As I've always known._ He thought in misery. _I shall be rejected by this world for eternity, until my sins are paid for…_

* * *

In another part of the island, Kagura was examining a small flower, so she did not notice the events occurring elsewhere. But her partner did.

 _That magic…_ Mest thought in realization. He smiled with great joy. _There's only one person with that much power, and he's here on Tenrou…_

* * *

And several miles away from Tenrou Island, a massive airship was flying through the stratosphere.

Inside the bridge, a familiar woman with violet hair was balancing a crystal sphere on the sleeves of her revealing dress.

"We have found him." Ultear said. "Though based on how relatively weak the pulse was, it is clear he was just sleeping." She faced a throne in the back, where a gray-haired man sat. "It seems the time has now come, Master Hades."

Hades smiled with glee. "The man that came from the ancient era. Who mastered the dark arts when it was in its zenith. Who gave birth to thousands of demons, and stirred chaos throughout the world. The strongest and most evil man in the history of the whole magical world: Black Warlock Zeref."

He gazed in front of him, where six powerful wizards stood ready for their orders. "Grimoire Heart, let us now begin. Set course to Fairy Tail!"

 **Oh boy. Ohhhh boy. Things are riling up now!**

 **Kagura: So now Grimoire Heart is arriving.**

 **That's right.**

 **Kagura: Good…**

 **Huh, oh right. Dead brother because of Grimoire Heart. Um, yeah. Anyway, leave your reviews and follow and favorite. And don't forget to mention your favorite part of the long Fairy Tail story we spent years with. My favorite was Erza vs Pandemonia.**

 **Erza: That was an enjoyable match. I wonder how you will do that with Mira.**

 **That's at least an arc away, Erza.**


	58. Enter Grimoire Heart

**Hey, welcome back, folks! Man, that last chapter was a bit fun, huh?**

 **Juvia: Gray-sama and Juvia are together!**

 **Wendy: And so were Gajeel-san and Levy-san, and Elfman-san and Evergreen-san.**

 **Gray: Hmp, not a half bad chapter. Good way to end a lousy arc.**

 **It wasn't that bad.**

… **OK, it needs a lot of improvements, especially the final fights. But the epilogue fits in the way of the Fairy Tail theme, and that's what matters.**

 **Bixlow: And the fact that Laxus gots a harem.**

 **Okay, that has to be Mashima trolling us. Now where was I, oh yes. I want to thank Shiranai Atsune, TheTornAdventure, and for favoriting and following Fairy Tail. Fin-Fish Jun-Tenshi, dcalu2001, OneWhoCharms, FanLovesFics16, DeAmonQuEen, Swifto123, Circe, and Ray Akaba 210 for their reviews. I am so glad to hear many of favorite Fairy Tail moments. And I'm so glad you are excited for Juvia to come.**

 **Juvia: Juvia is ready for her first apperance, oh no!**

 **What?**

 **Juvia: Juvia just realized that she'll be younger. Juvia is no longer legal age for Gray-sama!**

 **Gajeel: That's your problem?!**

* * *

 **Well to open this, I'll have Fairy Tail's top ship, at least in my viewpoint of the fandom.**

 **Lucy: You know we're not actually dating, right?**

 **Natsu: What's so important about dating?**

 **Happy: Don't listen to them. They liiiike each other.**

 **Guys!**

 **Lucy: Oh, right! DigiXBot does not own Fairy Tail.**

 **Natsu: That's owned by Hiro Mashima! Wait, I thought Gramps owned Fairy Tail.**

 **Ugh, someone give this guy the meta explanation for me.**

* * *

 **Enter Grimoire Heart**

 _Hades smiled with glee. "The man that came from the ancient era. Who mastered the dark arts when it was in its zenith. Who gave birth to thousands of demons, and stirred chaos throughout the world. The strongest and most evil man in the history of the whole magical world: Black Warlock Zeref."_

 _He gazed in front of him, where six powerful wizards stood ready for their orders. "Grimoire Heart, let us now begin. Set course to Fairy Tail!"_

* * *

"Are you sure you are okay?" Lily asked once more to Gajeel.

"I'm fine." Gajeel groaned in irritation. "Yesh, I'm still alive, aren't I?"

"We don't even know if that boy's magic left any long-term effects."

"The fact you managed to survive is of greater curiosity." Evergreen mumbled.

"You sure you never meet that guy?" Elfman asked.

"No!" Gajeel yelled back. "I don't know how that guy knew me!"

"He didn't just know you, he also know Natsu…. In a weird and kinda unmanly way."

"But who were the other names he mentioned?" Evergreen asked.

"Dragon Slayers, most likely." Lily answered. "Since that is the only trait Gajeel and Natsu shared. And he said five names, the same number as…"

"Oh, right." Gajeel nodded.

"What are you two talking about?" Elfman asked.

"Lily's mate Future-Eyes saw me, Salamander, and three other Dragon Slayers before she saw the end of Edolas."

'... and what does that mean?!"

"That whoever that man is, he must have a connection to that visions source." Lily answered. "And perhaps a connection to the Dragon Slayers as well."

 _Does that mean Metalicana knew that guy?_ Gajeel asked. _No way. That's impossible._

"If that creep strong enough to affect your world, then he's far too dangerous to let running around." Evergreen said. "We may have to cancel the exam…"

"No way!" Both the Take-over and the Dragon Slayer shouted.

"No time for that talk!"

"As a man, I can't just go and quit!" Then both man glared at each other.

"I made a promise to the old timer." Gajeel growled. "And I ain't backing down…"

"I'm the little brother of my big sis, Mira." Elfman countered. "I have the responsibility to pass this exam!"

"That boy may have seemed unstable, but I don't believe he has any ill intentions against us." Lily mumbled while the two men butted heads.

"You have an odd insight." Evergreen deadpanned.

Eventually the two backed away.

"Come on, Lily!" Gajeel roared. "We got an exam to finish!"

"Yeah!" Elfman shouted passionately. "Let's go, Evergreen!"

"Don't order me around!"

* * *

Meanwhile, back on the Grimoire Heart's airship, the higher rank members were in discussion.

"The time has finally come," Hades said as three artifacts floated above his palm. "With these three keys in my hands, we can bring back the Black Warlock Zeref to awakening, and gain what was locked inside him."

"However," Ultear said. "There is one problem. The strongest legal guild in Fiore, Fairy Tail. They had responsibility in destroying the Oracion Seis, one of the cornerstones of the Balam Alliance. They are also responsible for interfering in our missions, such as Deliora and the Tower of Heaven, despite the latter's success.

"And now, their strongest members are concentrated on that island…"

"Ah, don't go worry about it, sugah." A woman's voice said in a false sugary tone. She was a tall and voluptuous woman with wild red hair tied back into a ponytail. She wore a black-and-red armor corset that revealed her waist, and a blood red metal shirt that reached her waist held by a tight leather belt. Two red combat boots covered her legs, and her ears, bellybutton, and the arch between her eyes were pierced.

"Doesn't matter how tough those fairies be." She cackled as her arm became a black metal scythe. "Ah'll slice and dice every last one of them!"

"We should not underestimate our enemies." A humanoid white goat with two curled back horns said. He wore a suit and tie that covered only his upper body, and his eyes were covered with black sunglasses.

"I was born for this day."

"I…" A massive pale-skinned man with greasy black hair and wearing only a black speedo, a blue cape, and two belts crisscrossing over his body tried to speak.

"Our desires," A thin young man began."They will be the fragrance that shall be the war power of our guild." He wore a blue jacket and stylish glasses, and his silver hair was in a pompadour.

"Ifeelthesame!" The fat man shouted.

"Kain honey, try ta speak in a normal tone." The red-haired woman drawled at him.

"Kain-san said that he also wants to fight." A blue-haired girl said in a monotone. Her sea blue eyes and pale skin added to her haunting figure. She wore a loose, fur-trimmed black jacket over her body, and long brown boots over her legs. This was topped with a tall black head over her blue waves of hair.

"Ah, thanks, Juvia-chan."

"Not a problem, Damascus-san."

"Are you ready to fight, Juvia?" Ultear asked the girl.

Juvia nodded. "Juvia is ready, Ultear-sama."

"How interesting, those Fairies." They turned to the front when Hades spoke. "They still don't know what true darkness is. The darkness that lurks in the abyss. Tonight, Fairies and Demons shall frolic. Fate will decide who will eat and prosper, and who will be eaten and scattered. For Fairy Tail, it'll be their decisive battle."

* * *

Still unaware of this, Levy sat in thought on a log while Cana was on the ground in front of her.

"Anything?" Cana asked, to which the Letter Mage shook her head. "Me neither."

"How can we even find the grave without a single hint?" Levy mused. "No way we can find it without one."

"Maybe that's the problem." Cana suddenly said. To Levy's confused expression she continued. "Remember, I did this exam four times already, so I have a hunch there isn't an irrational test here. Maybe the reason Master didn't give a hint was because the test _was_ the hint."

"That makes sense." Levy smiled. "The test is about 'intelligence.' So our puzzle is the words he gave us."

"What do you mean by words?"

"When we hear 'grave,' we often think of a place. But it also brings up 'death,' or the end of life." As this happened a snake slithered towards Cana.

"Well, that's just dark." Cana said as she stomped the serpent by her heel. "Don't you got some Levy-esque analysis, like 'The journey of a thousand essays begins with one word.'"

Levy frowned in concentration for a few seconds before popping up from the log. "I got it! I know where the grave is!"

"What?!"

"Come with me!"

"You rock, Levy!" As the girls ran off, they didn't see two figures watching from behind the bushes.

"Nice plan spying on those two." Loke complemented to his partner.

"Levy's always have a speciality with words." Lyon said. "So this contest would have favored her in the 'intelligence' factor." He then chuckled. "And will benefit us in the 'cunning' factor."

"Well, let's follow them then!" The spirit said.

"Right!"

 _Don't worry Merudy._ He thought in glee. _I will beat Cana and Levy for defeating you. To avenge you, I shall crush them and become S-Class!_

* * *

"Achoo!" Meanwhile, a certain pink-haired girl sneezed.

"You okay?" Mira asked her.

"Yeah," Merudy replied. "Don't know what that was about, though." She was quiet for a few second before speaking. "Hey…"

"What is it?"

"What does it mean to be an S-Class wizard of Fairy Tail?"

"Huh?"

"Well, S-Class's in Phantom Lord were picked by Jose based on strength and viciousness. Power does play a part for you guys, but not completely. So maybe by knowing…"

"You might make through the next run," Mira finished with a smile. "Not a bad idea. Hmm." She hummed in thought before continuing. "Well, an S-Class's job is basically a shield."

"Odd choice of words."

"Like you said, power makes a difference. But that power causes problem." She sighed. "My first S-Class mission almost went wrong because I was too arrogant. I almost lost Elfman and Lisanna that day cause I thought the three of us can handle any challenge."

"Oh…"

"But I learned from that. I learned not to others into risk for my own needs. I learned that Master didn't pick me cause I was powerful enough for those jobs. He picked me so I can be strong enough to protect the ones I care about." She laughed. "Sounds a bit cheesy

"Not at all." Merudy smiled back. "It makes sense. Actually, it fits in with a lot of the other candidates like Lyon"

"Don't forget yourself." Mira said. "Heard you sacrificed yourself to help Cana back in the battle."

"Was more of an impulse." Merudy said sheepishly.

"True, they could have been other ways for you to get out, but did what you did. I know you'll be a great S-Class wizard here."

* * *

"Arggh!' Natsu shouted as he punched away a large, bipedal, reptile monster. "This is so boring!"

"Just be quiet." Lucy grumbled as Natsu continued to whine.

"None of this makes sense! Pick a path, find a grave! What does that have to do with being strong! I only came here so I beat Metal Face and the other hot shots.

"So what about me then?" The Celestial mage questioned coldly.

"Huh?"

"You just said you came only to fight our guildmates!"

"That's not what I said!"

"You always get into fights with everyone. And yet you never challenged me to a fight!"

To this Natsu patted the blonde on her hair. "You fight so bad then get stronger. You're not at my level yet."

Unbeknownst to him doubt began to fill in her eyes. "So what you're saying is I won't get strong enough…" She muttered.

"Don't we still have to finish this exam-" He didn't finish when a strong kick sent him crashing into a tree.

"Then forget it, you pink-haired jerk!" He heard Lucy shout as she ran off.

"What I even say…" He groaned. "I messed up big time, didn't I?"

* * *

 _I thought he was a nice guy._ Lucy thought as she ran through the forest. _I thought he changed after Phantom Lord. But I was wrong. He's nothing but an arrogant jerk!_

Yet despite this, the image of him offering to help her a week ago echoed in her mind.

 _I hate him!_

A flash of when they fought alongside each other against the Freelancers.

 _I hate-_

A flash of when Natsu protected her from Jellal's attack.

 _Him…_ She then stopped in a clearing. Suddenly the bush by her rustled.

"Natsu?" But it was not her partner that came from the bush. Instead, she was forced to the ground to avoid a sword strike as a dog man in a red samurai uniform slashed at her.

"Who are you?!" Her arms were then grabbed from behind by a tall chicken man by one hand. He then used the other to push Lucy into the ground.

"Fresh meat." She heard the dog-samurai said as he raised up her sword.

"AHHHHH!" She screamed as he swung his sword down at her, when-

"Uraah!" A massive burst of flames forced the samurai away, while a fire-covered fist pushed the chicken-man off Lucy.

"You shouldn't be running off like that." Natsu said with a grin as Lucy got up. "Luckily I can find your smell so easy.

 _You came._ She thought with a blush.

"But it'll be easier to stick with me." The salamander said sternly.

She nodded back. "Right."

"Are these guys your spirits?" He asked as they stood back to back.

"No." Lucy said as she recognized the mark on the samurai's chest plate and the chicken man's neck. "Those two are from Grimoire Heart. A dark guild, and one of the strongest. But why are they even here?"

"Huh, the old man knows how to bring a challenge."

"This isn't Master's work. These two must have snuck in here somehow…"

"Well, then let's deal with these random blocks. That's what being an S-Class is about, right? Neither of us can be S-Class's if we can't deal with the random."

"Don't you get it, Natsu? Grimoire Heart is one of the heads of the Balam Alliance. You need the council's permission just to fight them…"

"Ya hear that, Kawaza!" The samurai laughed to his comrade on the other side of the two Fairies. "These legal guilds are just as we heard! Nothing but rule followers!"

"It seems that they don't know how war works, Yomazu!" The chicken-man laughed back.

"War?" Natsu asked.

"What do want a war for?!" Lucy shouted at the two dark wizards.

Yomazu smirked. "We're here for the prey, and that prey is Fairies!" With a slash of his sword he created a solid kanji in the air that released a massive burst of sound

"My ears!" Both Lucy and Natsu were forced to cover their ears from the immense noise.

"Hey, isn't that like that Levy girl's magic?!" Natsu shouted

"Must be a variant!"

"Then do you know how to stop it, then?!"

"Die!" Kawaza then charged at the two.

"Natsu!" Lucy shouted. But Natsu gave no response as he continued to hold onto his years. _He can't hear…_

She then grabbed Natsu and pulled both of them away before the chicken-man could hit them with his wing.

"Egg Buster!" Kawaza turned to them and opened his beak, only to release dozens of eggs at the speed of a machine gun. They cracked open and out came yolks in the shape of arms, which launched fists at the downed fairies and pushed them apart..

Natsu looked up and was forced to dive away as Yomazu dove in for a strike.

 _Dammit,_ He cursed inwardly as he jumped away from a horizontal sword strike. _With all that sound I can't hear his footsteps!_ He had to duck from another attack.

"Open," He heard Lucy shout. "Gate of the Twins, Gemini!" From thin air by where she turned her key came the blue spirits, who flew straight into Yomazu.

"Ow! Get back!" The samurai attempted to swat them away, but to his shock they flew back and transformed into an exact replica of him.

"Another you?!" Kawaza yelled.

"How does that help?!" Natsu shouted.

"Gemini!" Lucy shouted over the immense noise. "Do something about the sound!"

"Piri, piri!" Gemini-Kawazu formed a gesture with his sword before creating a large kanji for "Silent," which he launched at "sound." At the collision, the two kanji's broke apart, and the immense uproar faded away.

"The sound went away." Natsu exasped.

"You copied my magic?!" Yomazu shouted at his double, who simply pulled down his eyelid and stuck out his tongue.

"I heard that! Found you!" He punched the real Yomazu, sending the dark mage flying back.

"I deal with this copycat! Egg Buster!" Kawazu spitted out hundreds of eggs, forcing Gemini to dodge.

But unexpectedly, a whip wrapped tight around his beak. "Gotcha!" Lucy shouted as held on tight to the whip.

"Mrrr!" Kawaza groaned as his belly began to fill up with eggs. Lucy then pulled off the whip, causing him to spew so many eggs randomly that he crashed into a tree.

"Yes!" But the Celestial Mage's hope came crashing down as she saw the dark wizard getting up in anger.

"Damn you, Fairies! Zan!" Yomazu roared as he formed another kanji onto his sword, then swung his blade and released a blast of air. Natsu managed to duck away from it, but the wind went past him and cut down the trees behind him.

The samurai did not stop, and attacked once more with the same technique. Natsu, unable to dodge this time, was forced to block the attack his arms lit on fire. But the attack easily putted the fire out and left many cuts on his arms, forcing him to howl in agony

Meanwhile, Kawaza had recovered and was now increasing his offense against Lucy and Gemini.

"There's too many!" The Celestial mage shouted as she tried to kick the yolk fist away while Gemini used a fire kanji to burn them asunder. But the yolk assault beached through their defenses and send them crashing into the ground, even forcing Gemini back to their true form and send them fading back to their world.

Natsu couldn't do anything as he struggled to keep dodging Yomazu's attacks. _This guy is too fast!_

"Kan!" The samurai formed another Kanji, which created a beam of energy so fast that it pierced straight at the side of Natsu's waist.

"Ah!" The Salamander was forced to stop moving, clenching onto the heavily bleeding wound. "AHHH!"

"Dark Sword…"

"No…" Lucy gasped in horror as her partner remained trapped in his position.

"Narukami!" With a roar, Yomazu rushed past Natsu, forming a heavy cut on the latter's shoulder that released so much blood into the air

"Natsu!" Lucy cried as the Salamander spat out more blood before falling to the grass below.

* * *

Unbeknownst to all of them, the black haired boy from before was watching the scene from behind the trees in worry, especially for the pink-haired youth. After leaving Gajeel, he wandered through the forest until he heard conflict, and that's when he found the four.

 _Why?_ He thought as tears started to leak from his closed eyes. _I saw him died once, do I have to see him die again?!_

"No, Natsu!" He heard the blonde shout as she pushed herself into moving towards him, praying that he was still alive.

"If this is the level they're at, we have nothing to worry about." Yomazu stated as his partner came to stand next to him. "We can defeat everyone else before the main squad arrives."

"Indeed." Kamaza nodded.

They soon spotted the Dragon Slayer's arm twitch. "Did you, keh, say…" They heard Natsu growled as he coughed in between. "Main squad, keh."

"Huh, that boy is still breathing?"

"I'm talking about our guild." Yomazu pridefully answered. "The entire Grimoire Heart guild."

"That many…" Lucy could only look in fear at that statement.

"Lucy." Natsu said as he pushed himself up partially. "Run…"

"What?"

"This won't be some minor war. It'll be a full on fight beyond your imagination!"

"But what about-"

"You have to let everyone known as soon as possible!" Natsu shouted. "I'll take these two by myself! Just go!"

Lucy stood still in indecision, before nodding and running to the opposite direction.

"Where are you going?!" Yomazu snarled as he started to run after her, but was stopped by a ball of fire spat from the grounded Natsu's mouth.

Lucy turned around and looked at her partner in worry."Natsu!'

"I told you to go!"

Tears filled her eyes as she pulled out a silver-key with the symbol of a furnace on its handle. "Open, Gate of the Furnace: Fornax!" Appearing with a gong was a white tiger with a metal furnace gate attached to its belly and steam pipes coming from its ribs. "Fornax, help Natsu!" The tiger roared and spewed a tornado of fire at Natsu, surrounding him entirely.

"Fire?" Natsu grinned and began to suck the flames into his mouth.

"Don't die, Natsu!" Lucy begged as Fornax faded away and she continued to run.

"I won't," Natsu said as he finished eating the fire and whipping his mouth. "Not with this fire in my belly."

"Did we just let that bitch escape!" Yomazu shouted.

"Who cares," Kamaza argued. "We'll just kill her alongside her guildmates lat-"

They stopped as they heard a fist crashing into the ground. "You want a war," They heard Natsu growled, and to their shock, he had pushed himself onto two feet. "With Fairy Tail?"

"He's…. Standing up?" Yomazu started with bits of fear in his eyes.

"I've been in your shoes before." Natsu laughed as he remembered when Gajeel released his fury onto him so many months ago. "And I'll make sure you feel the same regret."

* * *

As this happened, Lucy was running at all her might, despite the immense pain trying to shut her legs down. _Grimoire Heart's coming to attack us, but why?_ She thought as she huffed out every breath. _No, that's not important right now. Right now, I need to let everyone now, before it's too late._

But in her haste she tripped on a root and was sent tumbling across the ground. When she came to a stop, her adrenaline came crashing down as she slowly loosed consciousness.

"No…" She said as her vision went black. _Natsu…_

* * *

When her eyes began to open, she saw two familiar faces.

"Lucy?" She heard Mira asked.

"Where did you get those wounds?" She heard Merudy asked in horror.

"Mira… Merudy…" Lucy let out in relief. "Natsu's… in trouble…"

* * *

"Fire Dragon's Roar!" Natsu, reignited by Celestial flames, spewed out a massive channel of fire at the two dark wizards.

"Bō!" Yomazu sketched another kanji that was able to hold back the immense fire.

"Dammit!"

"Heavy Egg Rain!" Kawazu faced upward and released thousands of eggs into the air, which all came crashing down into Natsu and slamming him to the breaking earth.

"Ruah!" Yomazu took the opportunity to launch dozens of strikes at Natsu, leaving cuts over the Salamander's body.

"You want a fight?! Fire Dragon's Claw!" With his feet covered in flames, he used to kick at Yomazu, now forced to stop in order to block the attack.

"Egg Buster!" He heard Kawazu shouted.

Quickly he turned around and activated the fire on his arms. "Fire Dragon's Wing Attack!" He launched himself forward, not only burning through the eggs but also slamming into the dark mage, sending the burnt chicken-man flying back.

"Wide open." Yomazu stated as he held up his sword, pointing it at Natsu. "Tsuranuki!" The sword grew immensely in length, at such a speed that Natsu was forced to stop it with his palm.

"Argh!" He screamed in torture as the sword drove past his hand and straight threw his arm.

But despite this, he gritted his teeth not in pain, but in anger as he gripped the impaled hand onto the sword.

"I won't lose." The sword started to glow as heat channeled through it.

Yomazu could only stare in fear and horror. "What are you…"

"I won't lose!"

* * *

 _Many months ago, Makarov was walking through an abandoned city. He then heard the sound of a vacuum. Walking to its source, he entered a rumbled building and saw a pink-haired youth swallowing flames from a partially broken grill._

" _Hello there," The old man greeted, causing Natsu to turn around. "How does that Fire taste?"_

" _Master Makarov?" Natsu said, a hint of panic seeded in him despite the friendly wave the man was giving._

" _I thought I would let you know that Merudy joined our guild."_

" _What?!"_

" _But she is worried about you, as am I."_

" _Well tell her she shouldn't be wasting her time," Natsu snarled back._

" _Hmm, one cannot not fall into darkness on one's own." Makarov said. "Why don't you come over to our guild?"_

" _What are you talking about?!" Natsu shouted. "You're asking me of all people to join?!"_

" _They are people that enjoy being alone." The old man stated back. "But no person can ever bear solitude."_

 _Natsu looked at him in shock before sighing. "But I destroyed your guild…"_

" _That's water under the bridge!" Makarov said cheerfully._

" _And your guild members…"_

" _You hurt them," The old man said coldly, sending chills into the Fire Dragon. "And that is something, no matter what happens, I will never forgive you for._

" _But, if I was to let a young man fall into absolute darkness, then there's even less of a chance for me to forgive myself." The salamander trembled as his resolve weakened._

" _Don't mistake this as salvation," Makarov said as he help his hand out. "This is simply guiding a light to tomorrow. But to continue or to be dead, well, that is your decision."_

* * *

"I…"

"What is this power?!" Yomazu screamed, his hands burning from the heat coming from his glowing sword.

"Igneel has taught you well, Natsu." The boy whispered with a smile.

* * *

 _Natsu grabbed tight onto Makarov's hand, ready for a new future…_

* * *

"Am a Fairy Tail wizard!" At his own roar, Natsu crunched the sword apart and off his body, breaking it apart into beads of molten metal.

"Ahhh!" Yomazo landed on the ground and scooted away in fear, but it was for naught.

"Dragon Slayer's Secret Art!" Natsu screamed with fury as the air around him rose immensely in temperature, and fire danced on his blood-coated arms. "Crimson Lotus: Exploding Flame Blade" Spinning his arms into a circle, he created a torrent of flames that flew straight at the dark wizard, engulfing him entirely. Yomazu screamed in agony as the fire burned away at his armor and fur, sending him crashing to the earth as a half-alive burnt figure.

Natsu huffed his few breathes before collapsing to the ground below, leaving the red Fairy Tail guildmark on his shoulder visible.

"You are strong, Natsu." The boy whispered so lowly that not even the Dragon Slayer could hear him. He then frowned. "But not strong enough." He turned around and walk away _At the level Gajeel and Natsu are at now, none of the Dragon Slayers have the power to kill me…_

* * *

"Natsu!" Natsu heard Lucy scream, and he saw her running towards him with Mira and Merudy following behind .

"What the hell?" Mira asked in shock.

"Natsu, what happened?" Merudy looked at her friend in worry.

"Hang in there, Natsu!" Lucy begged as held the Salamander upright.

"Heh," Yomazu's burnt form began to laugh. "Heh, heh heh! You're already… main force is about to arrive any moment now. Wizards not even I have a chance against are coming. The Seven Kins of Purgatory shall bathe in your blood!"

"Seven Kins?!" Merudy gasped, while Lucy tried to wake Natsu up.

Mira remained stern before pulling out a striped flare. "The exam is being put on hold! Every guild member, prepare for war!" Pressing on the button on the device's bottom, she released a red flare into the sky. "Condition Red, Prepare for War!"

* * *

Every Fairy Tail wizard spotted the signal, and each with expressions ranging from fear to worry to anger.

"Enemies are here?" Makarov gasped. "On Tenrou… but how?!"

* * *

"A red signal blast?" Loke asked his partner while the two remained hidden from Cana and Levy.

"We're about to have some uninvited guest." Lyon responded.

* * *

"But what'll happen to the exam?!" Elfman shouted.

"Obviously it has to be suspended." Evergreen answered.

* * *

"That light," Gajeel said as he stared at the flare. "Could it've been that guy

"I'm not sure," Lily replied. "But that was the signal for an enemy attack. We may have a full on invasion of Tenrou."

"Ghi hi," Gajeel slammed his fist together as he laughed. "Anyone planning that is pretty bold to mess with Fairy Tail. Let's give them a proper welcoming!"

* * *

"Why…" Cana bit her lower lip as she spotted the flare. "Why now of all times? This is the final part of the exam! I have to do this or else I have to leave the guild!"

"Cana…" Levy tried to console her, but the card mage continued her rage.

"I don't care how many enemies are coming! I'll get pass all of them to finish the trial!"

"There's no other choice Cana." Lyon said as he and Loke came out of their hiding spot.

"We all feel the same, but we need to face reality." Loke added.

"What are you two doing here?" Levy questioned.

"We were follow-" Loke was about to speak, but the ice mage covered his mouth.

"That's just a coincidence." Lyon stated. "It's not important anyway. Now that we have company, there's no time to finish the exam."

"Our best bet is to get to the emergency meeting spot. We need to figure out what's happening."

Cana nodded reluctantly while Levy frowned.

"Just what exactly is going on?"

* * *

"This is just great." Mira growled as she put away the signal launcher.

"So what's the plan now?" Merudy asked.

"Same as before. We find Kagura and Mest and get them back to base. Things were already bad enough before more enemies got here."

"I'll take Natsu back to the camp." Lucy said as she lifted Natsu up, heading to the camp's location.

"Good luck." Mira said before turning to Yomazu. "Alright then, start telling us what your goal is."

"Oh yeah," Yomazu replied smugly. "And what makes you think, I'll just tell you…"

One beating from Mira later, Yomazu was ready to speak as he groaned him pain. "It's Zeref, okay." He answered to the two's shock. "The legendary Black Warlock. He's on this island."

"That's impossible!" Mira protested.

"Are you saying that Black Wizard Zeref," Merudy asked in shock and disbelief. "The same one that lived hundreds of years ago is alive here?!"

"It's Black Warlock!" Yomazu shouted fanatically. "And yes, he is the same man, living for four hundred years. Our master Hades said he's in a slumbering state. But with the keys we've been gathering, we'll wake him up and bring the world into darkness "

"But Zeref is dead!" Mira argued. "So many cultists tried to bring him back including Lax-" She paused. _Including Laxus. But he was manipulated by-_

"Including Laxus Fernandez." Yomazu finished with a smirk. "I've heard of him. He was that puppet Lady Ultear controlled. That dumbass really thought he heard Zeref's ghos- ack!" He stopped when Mira clasped her hand around his throat

"So Ultear is your guildmate, huh?" The She-Demon questioned so coldly that she startled her own guildmate.

"Y-yes." Yomazu choked out. "Ultear, master of the Arc of Time, is a general of Master Hade's grand army. She and the other generals, known as the Seven Kins of Purgatory, are far beyond you fairies.

"Not only we have her, but we have six of equal level. Rustyrose. Caprico-sama. Kain Hikaru. Damascus. Juvia.

"And…" He laughed despite the pressure on his neck. "The last one is already here, on your shitty sacred ground."

* * *

Meanwhile, Mest stare out towards the ocean surrounding the island. _They'll be coming very soon…_

"Mest-san?" Kagura said, startling him. "Do you remember what that color is for?" She pointed at the flare floating above Tenrou.

"Um," Mest rubbed his head in confusion. "Huh? I don't know, but I really want to know!" He shouted as he chomped on a nearby rock.

"It's okay if you don't know." Kagura consoled, but Mest did not hear her.

 _This isn't good._ He thought. _They're about to move before the main squad get's here…?_

"Kagura!" Both stood up quickly and turned to the sky behind them.

"Carla? Happy?" Kagura asked. But the swordsgirl then noticed that Happy had an expression of panic while Carla…

"Get away from her!" Carla shouted as she flew straight at Mest.

"AHHHH!" The teleporter screamed as he caught Carla, forced to use all of his strength to keep her from clawing out his face.

"What are you doing, Carla?!" Kagura exclaimed.

"Kagura!" Happy said as he landed next to her. "You're okay!"

"You better start talking Mest," Carla ordered as she scratched at the air. "if that is your real name!"

"What are you talking about?!" Mest shouted back in panic. _Did she found out?!_

"Why are you doing this, Carla?" Kagura asked.

"Be quiet, child." Carla said sternly before glaring back at Mest. You know what I'm talking about, 'Anima hunter.' You thought you were so clever using a rarely present man as your reference, especially one that Kagura trusted. And, using what I believed was memory altering magic, you made everyone believed that you were a member of our guild. You even took the time to alter Pantherlily's memories and the others. But in doing so you left out too many points, such as the lack of actual people that have interacted with you."

"And you didn't know about that signal!" Happy accused. "The three of us don't know cause we're new, but someone who was running for S-Class last year should know."

"Exactly, Happy. And I know why you came up with that!"

 _I can't believe it,_ The teleporter thought in fear. _She actually figured out that I'm…_

"You did this so you can get alone with Kagura and act on your devilish impulses on her!"

"...what?" Mest asked before screaming. "What?!"

"Oh my gosh, he's an evil pervert!" Happy exclaimed.

"What are you talking about?!" Kagura shouted at them. "Mest-san and I were alone for minutes, and we were only looking at the flowers!"

"He was clearly lowering your guard!"

Suddenly Mest vanished, forcing Carla to stop flying. But then he appeared right in front of Kagura and grabbed hold of her.

"Ah!"

"Keep away from her!" Carla shouted as she prepared to fly at him. But then Mest leaped to his left, managing to pull himself and Kagura away when a series of explosions pierced through the earth they were at.

"An attack?" Kagura gasped as Mest let go of her.

 _He protected Kagura?_ Carla asked in her mind.

"Show yourself!" Mest suddenly shouted at a tree.

"I don't think he's well." Happy commented. But the next moment the bark on the tree mounded up into the shape of a face.

"Good job detecting me." The face said

"Someone's coming from that tree!"

"Who are you?!" Carla questioned.

"My name is Azuma." The face continued as it grew more out of the tree. "I am one of Grimoire Heart's Seven Kins of Purgatory."

"Grimoire Heart?!" Kagura asked in shock.

"It's a dark guild!" Carla yelled.

"So that signal was to warn of an enemy attack." Mest realized.

"Hmph." Azuma said as he started to come out of the tree. He was a tall, muscular man with tanned skin. His brown hair came out in thick strips, and a small goatee and sideburns dressed his face. He wore an orange body suit with a green chest piece over it. His serious expression had hints of war lust. "I should tell you know it's too late for all of you."

"Would someone just explain what is happening?!" Carla demanded. She froze when she heard Mest chuckling

"I figured that by infiltrating Fairy Tail's sacred island, I would find material straight from the woodwork. But Grimoire Heart, on top of the Black Wizard Zeref. Lady Luck is shining on me."

"Z-zeref?" Kagura gasped, fear filling her. "What are you talking about, Mest?"

"Haven't you figured out that 'Mest' isn't my name, and I'm not your guildmate." The teleporter smiled viciously. "My name is Doranbolt, an agent of the Magic Council."

"The council?!" Carla and Happy gasped.

"But…"

"I came searching for something to finally have Fairy Tail shut down. But now there's no need for that, now that the mobile dark guild Grimoire Heart has landed here! Ha ha, by taking them down I can finally get that promotion! I even had the Rune Knight Battleships nearby." He pointed at a gathering of several ships resting near the horizon, with the Council's symbol on each of their sails. "There's enough to take down every member of Grimoire Heart"

"Oh," Azuma said. "Those ships." Then, one by one, the ships erupted in massive explosions, spreading their wreckage into the water. "Was that suppose to do something?"

"No way! All of the ships were destroyed!"

"Oh man!" Happy trembled.

"My word!" Carla gasped.

"Why did you do that?" Kagura asked in horror.

"Now that's taken care off," Azuma said, now fully emerged onto the dry ground in front of them. "I can begin my job."

 **Geez, things got rough.**

 **Mest: Hey! What was that about me being a pedophile!**

 **I didn't say that you were a pedophile. I wrote that Carla thought you were a pedophile.**

 **Mest: Oh, so I'm not?**

 **Mmm, it's still a bit questionable.**

 **Mest: Hey?!**

 **Natsu: I was awesome in this chapter! Can't wait for more!**

 **I know, right! I think I did a good job.**

 **Ultear: So, why was Zancrow replaced with a girl?**

 **Why not. I want to make my replacement OC's a bit more different than the canon counterparts.**

 **Ultear: Don't forget that you have Mira hunting me down. How will that play out.**

 **That is a good question. Which is why I'm making a survey. You get to vote whether for the same match up in canon, or have Mira vs Ultear and Lyon vs Azuma. Voting ends on July 18.**

 **And speaking of which, I'll be going to India quite soon, and won't be back till the 18th. I'll try to do my best to keep on schedule, but I won't make any promises. So let's hope the best. Leave your reviews and follow and favorite, and wait patiently for the next exciting episode of Alternate Tail!**

 **Ultear: This is a story format.**

 **It's a figure of speech, obviously.**


	59. The Seven Deadly Kins

**Hello everyone. This is my first international publish.**

 **Mira: How is India so far?**

 **Pretty great, actually. Got to see my nephew, write some stories, see a few movies. Anyway, I hope you guys are starving, because I brought another healthy helping of Alternate Tail. I first want to thank Inkslayer92 for choosing to follow Alternate Tail. Second, I want to thank Fin-Fish Jun-Tenshi, phantomwolfblue, OneWhoCharms, DeAmonQueen, Ray Akaba 210, , FShield96, guest Alexastrauss, WackyCat, geekyglamour413 for their reviews. First off, I apologize for not being clear on the date.**

 **Lily: It was hard to confirm if it was either July 18 or August 18.**

 **Right, well, now you all know the final vote date is August 18.**

 **First off, I am glad that Fin-Fish is happy Juvia is here.**

 **Juvia: Juvia thanks you for your kindness, Fin-Fish-san.**

 **And second, I am glad that you, OWC, and DeAmonQueen are excited for my latest OC.**

 **Gajeel: Pff, that chick looks like some crazy psycho. Gonna be peaceful once I beat her.**

 **Finally, I am glad all of you took the time to vote for who you want to fight whom. Don't forget, the poll for who Mira and Lyon will fight this arc will end August 18th, and the final tally and decision shall be revealed in the first chapter after that date. Reviews also counts as votes towards the decision, with one per individual.**

* * *

 **I think for this one, I'll have the top dogs of Fairy Tail do this disclaimer.**

 **Makarov: Thank you very much for that. DigiXBot does not own Fairy Tail.**

 **Erza: Or any of the characters or settings.**

 **Mira: All rights belong to Hiro Mashima.**

 **Gildarts: So try to remember that when you read this.**

* * *

 **The Seven Deadly Kins**

" _Oh," Azuma said. "Those ships." Then, one by one, the ships erupted in massive explosions, spreading their wreckage into the water. "Was that suppose to do something?"_

" _No way! All of the ships were destroyed!"_

" _Oh man!" Happy trembled._

" _My word!" Carla gasped._

" _Why did you do that?" Kagura asked in horror._

" _Now that's taken care off," Azuma said, now fully emerged onto the dry ground in front of them. "I can begin my job."_

* * *

"First Master Mavis." Makarov stood in front of the grave of the guild's founder with a serious yet apologetic expression. "For us to have invited enemies to the coast of this island you called home and we call sacred, we must have truly disappointed you. I take full responsibility for this.

"I wonder how you would have handled this. But now you must be turning in your sleep because of my failure. Therefore, I will accept full responsibility. But only ask for one thing," He looked down at the grave and pleaded. "Protect those kids from whatever is coming towards them."

* * *

"Did you hear that?" Gajeel said, the echoes of a loud sound from earlier still in his head. "Some kind of explosion."

"It has to be our enemy." Lily scowled.

"Time we give them an introduction." Gajeel said, and the two ran off towards the source.

* * *

"All of the ship…" Doranbolt trembled as he saw the wreckage of the fleet and fell to his knees. "All destroyed… in just an instant by one man."

"So many innocent people lost." Carla muttered in terror.

"What kind of monster is he?" Happy asked in fear

Azuma showed neither joy nor guilt at what he committed. "If that is all, I must get moving." He was about to walk away when he saw a violet shadow coming at the edge of his sight.

"Heyaa!" Kagura screamed as she charged with the tip of her sword extended out. Azuma simply rose his hand and said "Bleve", and a blast of fire engulfed the girl.

"Kagura!" Carla screamed in horror. But to her relief and everyone's shock, the flames were blasted away as a partially signed Kagura burst through them and struct Azuma in the stomach, sending him crashing into the tree next to him. Upon contact, the tree broke apart into thousands of small fragments that flew into the sea behind him..

 _That sword._ He thought in curiosity. _Could it be._ With a blink of his eye small series of explosions surrounded her and sent her flying back, even pushing away the others thanks to their immense energy.

"That sword is Archenemy, isn't it, girl?"

Kagura's eyes became as wide as dinner saucers as she got up. "How did you-"

"The underworld is quite aware of the Calamity of the Nirvits." He said coldly. "If it's in your possession, does that mean you are strong? Or does your age hold it back."

"Archenemy isn't the only thing you want to be afraid of." She replied sternly, despite a quiver of fear within her..

"Is that so?" Another explosion came from beneath her feet. But to his surprise, she easily jumped above the clouds of flames

 _Is that a feet of her strength?_ He thought as she came back down, almost tripping in the process. _No. She is using Gravity magic. But not at_ his _level._

"Quite the power, girl." He said as she came at him for a round strike. But instead of fire, Azuma summoned thick limbs of wood from the earth that stopped Archenemy in her tract. "I expected more from the Calamity bringer. But a weapon can only go as far as its wielder. And you, child, are barely a gnat in my presence." The limbs burst into flames, creating a blast that pushed her back.

"You have to help her!" Happy shouted at Doranbolt as Kagura used her gravity to try and push Azuma back, only for him to stay in place thanks to roots tied to his feet.

"What?!"

"You can use your teleporting magic to get past him." Carla said. "Kagura can't fight him forever, so we need you to end him fast!"

Azuma thrusted his hand forward, sending a shockwave that formed a crack line in the earth towards Kagura, which releases a series of explosions that the swordsgirl barely managed to avoid

"Have you forgotten I was trying to take down your guild?!" The Magic Council agent shouted.

"That doesn't matter! We have to defend our guild-"

"It's your guild not mine! I'm a wizard of the Magic Council!"

"And does that mean you have to let Kagura die, then?!" At this he froze.

"It doesn't matter if it's one agent or an army." Carla continued. "The months I've spent here let me learn that Fairy Tail is a force that cannot die."

Meanwhile, Kagura huffed as she felt her strength seeping away. _I can't keep going._ She gripped tightly on the hilt of her sword.

"Kagura!" She heard Carla yell. "Unleash all you got!"

"Right!" She gripped the scabbard tightly and released Archenemy from its hold, letting its power radiate freely.

"So I can finally taste Archenemy's true power?" Azuma questioned.

Kagura only glared back at him. "You'll be tasting mine as well!" Using the bulk of her gravity magic, she propelled herself forward, the naked and sharp blade of her sword hungry for blood.

Azuma summoned multiple limbs in front of him to guard at him. With her sword's white energy, Kagura pushed heavily against them and break them apart little by little. But even with all her strength, the match seemed to be in stalemate as her opponent simply commanded his shield to regrow

At this Doranbolt appeared behind Azuma. _That's it._ He thought as he pulled out a knife. _You might be powerful, but you're still human…_

"Enough of this pathetic match." The tree wizard stated as he spread out his arm. "Great Tower Burst."

The earth shook violently as Kagura, Doranbolt, Carla, and Happy were trapped in a pillar of fire that extended many stories into the sky. All of them screamed in burning agony.

* * *

"What the fuck is that?!" Gajeel shouted as his jaw dropped in sight of the tower of flames.

"It's a tower of fire. No member of Fairy Tail is capable of using that spell." Lily said in equal shock.

"Then it has to be where our enemy is!"

* * *

As the fire died out, Azuma stood above the fallen wizards on a damaged cliff. He glared at Kagura, who lay deathly still next to her rage-filled sword. "What a disappointment. I thought that one that wield such a weapon would bring me a challenge. Yet instead it was a pathetic display. I hope cats and little girls aren't all this guild can offer."

Doranbolt watched in fear as the dark wizard left the area. _He's so powerful. If the other six Kins are just as strong, then Fairy Tail is as good as gone._

* * *

"I'm rather sure Zumi's making an entrance." Damascus drawled back on the airship.

"I hope not. Otherwise, Fairy Tail will know we are coming." Ultear stated as she entered the bridge. She zipped up the front of her white-black leotard.

"Well, ain't you dressed to impress."

"Of course she is." Caprico stated. "I too am prepared for this war. You should try that as well, Damascus-san."

"The souls of those fairies will make fitting sacrifices for our goal." Rustyrose mused

"I… too…" Kain spoke. "Will…"

"Ul-sama!" Juvia called out. "Look-"

She did not finished as Ultear gave her a dark look. "What did I say about calling me that?"

The young girl flinched. "J-juvia is sorry."

"Now don't go being shy, Juvia-chan." Damascus teased. "Now what exactly did ya wanted to say?"

"It is finally in view." Juvia said. "Tenrou Island."

The other Grimoire Heart members look outside and saw the island in view. Behind them, Hades smiled fondly as he took in the sight.

 _This brings back memories._ He thinks to himself. _I wonder if she can forgive me for what I am about to do?_

"Hmm?" He heard Caprico.

"What is it?"

"There is a figure on the beach heading to the shore. One that is growing in size quite fast…"

"And that be an understatement!" Damascus shouted. Indeed, as that figure stepped into the ocean, its legs were now as thick as tree trunks. It continued to grow until its size rivaled that of their airship.

"Sweet niblets, what is that thing?!"

"Is that some sort of giant?" Ultear questioned in shock as she and others watched in caution.

"Giant?" Kain drawled out in fear.

"It's monstrous." Juvia stated.

Unlike the rest of them, Hades only grinned as the giant got closer. "It's been too long, Makarov."

The giant sized Makarov growled as he got closer to the vehicle. "INVADERS OF OUR ISLAND, BEGONE!"

* * *

 _Decades Ago:_

" _You want me to what?!" A younger Makarov asked the tall, old man in front of him._

" _Just as I said. I want you to be the next master." The elder replied._

" _Why would I want to sit at a desk reading complaints from the goats at the council?!"_

" _There's more to being a guild master than that, boy."_

" _Don't call me boy!" The blond-haired forty-year old yelled. "I'm too old to be called that!"_

" _And those forty years, you've shown love for your allies. You've shown belief in the future. You will make this guild grow more than I had, Makarov._

" _As Mavis had entrusted the role to me, so too I will entrust Fairy Tail to you, Third Master."_

* * *

" _Inherit this spirit, and leave this guild well…"_ Those words from his predecessor echoed in Makarov's head as he glared viciously at the airship.

"I WON'T LET ANY OF YOU GET EVEN A FOOT CLOSER." He proclaimed in a deep, foreboding tone. He thrusted his fist forward, sending it crashing into the airship and breaking a third of it into hundreds of fragments.

Inside, the Grimoire Heart members struggled to keep balance.

"Starboard side has been damaged!"

"He broke through like it was paper!"

"We're going to die!"

Hades only smiled despite the situation. "Full speed." This time the ship moved away from Makarov's fist, which unleashed a blast of air that broke the clouds in its path.

"Fire the Jupiter Cannon, full power!" A massive cannon on top of the aircraft began to glow as black magic became a sphere in front of the barrel. "Fire!" The sphere became a massive beam of energy hurtling towards Makarov, who used his left arm as a shield against its unbearable heat.

When the energy dispersed, Makarov's fury did not shrink as his arm was now covered in scarring burns. Massive waves formed beneath him as he trusted his leg upward, taking out another third of the ship upon contact.

"What a monster!" A Grimoire wizard shouted started to fall into the ocean.

"So that's Makarov?!"

"Ultear." Hades said calmly.

"Yes, Master Hades." Ultear replied. Her left eye started to glow. "Arc of Time, restore!"

A magic circle appeared beneath the totaled damaged pieces then started to move towards each other, fitting together perfectly until the airship appeared in perfect condition.

"Caprico, take everyone to the island." Hades ordered

"What about you, master?" The goat-man asked.

"I will deal with Makarov on my own."

"Understood." Caprico spread out his arms, then clapped them, and all the wizards of Grimoire Heart vanished save for him and Hades.

As Makarov looked in shock at the restored craft, he spotted Caprio flying away from it on a jetpack, managing to fly over the giant's shoulder straight to Tenroe

"IT WON'T MATTER WHERE YOU RUN." The giant roared. "NO DISTANCE WILL PROTECT YOU FROM MY WRATH!" He then brought his hands by each other, and a golden sphere of magic twice as big as his normal size appeared between him.

"BY FAIRY TAIL ORDINANCE, I WILL GIVE YOU TO THE COUNT OF THREE TO SURRENDER, OR YOU AND YOUR COMRADES WILL MEET OBLIVION."

"A spell that destroys everyone the caster deems an enemy." Hades mused.

"ONE."

"Fairy Law, huh…"

"TWO…."

* * *

"Can you hear me, Half-Pint?!" Gajeel yelled as held the unconscious Kagura to him. "Wake up!"

"Carla! Happy!" Lily shouted as he ran to the white-haired Exceed. His worry decreased slightly as he felt her beating pulse. _Thank goodness…_ He sighed. _You are safe, my child. But why did you come here?_

"Who the hell did this?" Gajeel growled. He then spotted Doranbolt lying face first into the ground."Hey, jackass!" He pulled the man towards him. "Were you responsible?!"

"Ugh!" Doranbolt winced as he returned to consciousness, then looked at Gajeel in fear once he took in the words. _He doesn't recognize me? That means the memory magic wore off, thanks to those two cats finding out._

"Answer me?!

"G-gajeel-san." Kagura groaned as she stirred awake. "That man is from the council."

"Put him down, Gajeel!" Lily ordered. "We have enough problem with an enemy for-" He then paused in realization. "Oh no…"

Gajeel then screamed. "The magic council is our enemy?!" He let go of Doranbolt in panic. "Lily, we need situation twenty five!"

"Of course!" Lily nodded. "We need to find Master and warn him. I know a few of Laxus's hideouts we can go to-"

"The magic council is not our enemy." Carla said as she got up. "It's a dark guild named Grimoire Heart."

"One of the top dark guilds?" Gajeel asked, then growled. _That's the guild responsible for so much shit,_ he clenched his fist in range. _including the Tower of Heaven, Thunder Head, and Half-Pint's brother…_ He looked at Lily and saw that he was thinking of the same thing.

"But why come here?" Lily questioned. "Is Fairy Tail that much of a threat to them?"

As Happy got up, he spotted a figure in the sky. "Um, guys? Do goats normally fly?"

"What?" The Dragon Slayer looked up and Caprico above them. "What exactly is going on?"

* * *

As the dark wizard flew over the island, he released hundreds of golden balls all throughout the island. Some of them were falling to a certain group...

"If we're going to make it to the base camp, we'll have to get through these ruins." Loke explained.

"You okay, Cana?" Levy asked her partner.

"I'm fine." The card mage replied bitterly. "I just want to know why would someone attack us now."

The four then heard the sound of a running motor above. When they looked up they saw many small balls falling towards them.

Levy looked with curiosity as one of the falling spheres started to break apart near her. "Huh?"

"Look out!" Lyon shouted as he pulled the letter mage back, barely avoiding being chopped by a dark wizard's sword.

"What the-"

"Shit!" Lyon cursed as the four braced for battle. "It's raining men?!"

"I won't be shouting 'Hallelujah!'" Cana shouted.

"All of these people," Loke gritted as more sphere became fully armed wizards that surrounded them. "They're an army…"

* * *

"Erza?" Lisanna asked as the two were surrounded by more Grimoire agents.

"We're already in this war." Erza stated.

* * *

"A man does not tolerate intruders!" Elfman roared. "So you creeps should leave now!"

"I can't tell who's more annoying, you or the goon squad." Evergreen mumbled.

* * *

"They're already here." Lucy whispered as she tried to keep herself and Natsu hidden from a group of soldiers running past them.

* * *

"Already this many and more keep coming." Merudy stated as she and Mira found themselves caged in by the dark wizards.

"I barely have time for this." Mira growled.

* * *

"Hmpf," Azuma scoffed as he walked through the forest. "The troublemakers have arrived."

* * *

"Yee-hah!" Damascus laughed maniacally as she dived bombed down to the island.

* * *

"Let these fairies be sacrificed for the New Magic World." Rustyrose said as he adjusted his glasses, then walked forward.

* * *

"It's time to start." Juvia said as rain clouds gathered above her. "Juvia will find all of her targets."

* * *

"Oohheee!" Kain groaned as he crashed head first into the rocky surface, his flabby face folding into itself. "Must… find… Zeref…"

* * *

"Now we can finally meet, Zeref." Ultear said with dark determination.

* * *

As all this happened, the black haired boy sat under a tree with an anguished expression. "Conflict has already bloomed in this island. I never find peace, can I?"

* * *

"THREE." Makarov said coldly. "YOUR TIME IS UP." He crushed the ball between his hands, releasing many rays of light out of them. "FAIRY LAW…"

"I would stop if I were you." A voice that seemed too familiar to him said. He looked up and saw Hades standing on top of the ship.

The glowing coming from Makarov's hands grew more erratic, and it seemed uncertain that he would yield. But then Hades brought his hands together. "Grimoire Law." A black sphere of magic glowed brightly between them.

At this recognition plagued Makarov.

* * *

" _There's nothing wrong with protecting something you hold dear," The old man said to Makarov. "But violence will only beget more violence."_

" _Yeah, but those Magic Council stooges were insulting both my team and Fairy Tail." Makarov grumbled back. "Was I suppose to let it slide?"_

" _Violence is a powerful thing, but so is harmony. The choice is yours to forgive or retaliate against those that have wronged you, but you must be aware of the consequences of both actions."_

" _Do you ever get tired of saying that?" The blonde grumbled._

 _The old man chuckled in response. "So much like your father, Makarov. And like I did for him, I'll have to repeat myself until it gets into your thick skull."_

* * *

"Fairy Law and Grimoire Law are deterrent magic, meaning it is a last resort spell. But if neither of us stand down, however, it'll be a catastrophe."

As the spell faded from both of them, Makarov looked at the other man in shock. "It can't be…"

* * *

" _Where are you even going, Master?" The now third Master asked his predecessor as he began walking out of Magnolia._

 _The tall old man with an eyepatch smiled gently. "Just a pilgrimage of an old man. Nothing the new master of Fairy Tail should worry about."_

* * *

"It's been awhile, boy." The same man said in the present day

"MASTER… PRECHT…" Makarov gapped at the sight, his predecessor now his enemy. "BUT WHY…"

Precht, now Hades, did not even him a second as a two chains made from magic from his hand and struck deep into his successor's shoulders. He then used them to pull Makarov off his feet and slam him into the seaside cliffs nearby.

The impact forced Makarov into his smaller state, and another pull from Hades send him into the island and crashing a mile through a forest. The old man managed to stabilize himself to a stop, then requiped on his Wizard Saint garb.

He glared intensely at the wizard that appeared in front of him. "Why? Why have you joined a dark guild? Have you traded your ideals for power so easily, Master Precht."

"So you have not yet broaden your worldview as master, Makarov?" Hades replied. "The world contains many things that cannot be classified as merely good or evil."

"Forgive me, but I don't give a damn on those so called classifications. No matter what side of that scale Fairy Tail is on, its mentality should never change."

Hades only laughed in response. 'You've grown into quite the man with that talk, boy."

"Don't call me boy!" Makarov snarled."You are not a part of this family anymore!" He took a deep breathe as he clenched his fist. "Yet still, I don't want to fight you, Precht. Will you leave here at once, before it goes too far."

"I'm afraid not. My heart also pains me for the actions I shall take today. To think the day would come that I would crush Fairy Tail in my grasp…"

"I will not let you take my guild!" Makarov declared as a golden aura surrounded him while a violet aura covered Hades. "Taste the light!" He blasted a series of golden beams at Hades

"So you seek to defy me, boy? So be it! Swallow the light!" The dark wizard summoned a shield above him that swallowed the attack and blasted it back at Makarov

The shorter man was able to dodge and starting making a series of hand gestures, but Hades merely traced his hand across him, and created a cannon out of runes surrounding him.

 _An Amaterasu Magic Seal of Formula 28?!_ Makarov stopped his own casting in the shock of Hades's accomplishment. _Created so fast like it was nothing?!_

"You have no idea who you face now." Hades said as he snapped his finger, then launched a blast of immense power at Makarov. But Makarov braced the immense power, then blasted both it and the runes away with a golden pulse of magic.

Hades launched chains from each hand and entangled them around his opponent's throat, then swung him around, making him crash through the trees in his path.

"I dance with magic freely!" Hades then slammed Makarov into the ground, breaking it apart with the immense force. "I live and breathe in Ethernano!"

"Kuu!" Makarov coughed as he tried to get up. But he found himself surrounded by a series of violent runes. "What is this?" He crossed his arms over his body. "Maximum Defense Seal: Three Pillar Gods!" Three towers made of runes formed a perimeter around him.

"Amaterasu Formula 100." Hades said. The runes glowed, and Makarov was swallowed in an explosion that covered the coastal half of Tenrou, breaking apart everything in its path, from the earth to the trees and tombs above it.

* * *

"The hell was that?!" Gajeel growled as he sliced down a squadron with Iron Dragon's Sword.

"No idea," Lily said as he took down another group with his sword. "I just hope it was one of our own cast that spell."

* * *

"You felt that power?" Merudy asked Mira, stabbing her enemies with Maguilty Blade. The two were in the midst of battle taking place in a swamp

"Focus on these guys first!" Mira shouted back as she cut down a foe in her Beelzea form. "Man, they just keep coming!"

* * *

When the explosion faded and the smoke dispersed into the wind, Makarov remained standing in a large crater, despite the blood flowing out of wounds on his forehead and arm and his heavy breathing.

"As expected from the man I placed so much faith in." Hades stated. "I now see how you were able to lead Fairy Tail for 48 years."

Suddenly Makarov held an anguished expression, then clenched at his chest.

"Something wrong, Makarov?" Hades asked as the Fairy Tail Master started to hyperventilate. "It's not a surprise. We have both grown old." He began walking closer to his opponent. "Now we see how two men that have walked on different paths for half a century have branched apart. Will this be the day when the cycle of the world finally comes to an end."

"You… you were a great master…" Makarov gritted against his pain. "You taught us harmony and compassion. You made sure we walked on the path of righteousness. So what… what happened to lead you astray?!"

Hades only rose his hand over Makarov, and when the former brought it down by a few centimeters, the latter was impacted downwards by an unseen yet powerful force.

"'Magic' was originally born in the depth of darkness, and thus its power and those that used it were oppressed and feared by those that did not understood it. But gradually, 'magic' became an everyday phenomenon, even being considered an element of human culture.

"But when I traced magic down to its roots, I found Zeref once more at its source."

 _Once more?!_ Makarov thought in anger as he struggled to get up. _What exactly does he mean?!_

"You may not know it, but we would be having this conversation if he did not exist. And I now know it is because he is the embodiment of the source, The Essences of Magic itself"

"So sleep now, boy. Because as easily as it was started, the history of Fairy Tail will be ended by my hand…"

As he walked away, he did not see Makarov's hand twitch then clench. The master of Fairy Tail launched himself at Hades. But Hades simply turned his head around, and in Makarov's state of shock, he held out his index and ring fingers of one hand while curling the others and-

SHIK!

Blood sprayed from where a beam of magic pierced through the center of Makarov's chest, after being sent by Hades's finger

The master of Grimoire Heart gave no reaction as Makarov fell back to the ground in his bloodstained coat.

 _It isn't… over… yet._ These words remained unspoken from Makarov. _The one that inherits my will… shall reach out… and take my burden_

* * *

In the middle of a desert, a hooded figure walks across the sand while a duffle was swung over his shoulder. He suddenly came to a spot, as if to detect a disturbance in the powers that be.

"What exactly," Jellal Dreyar said as he instinctively turned in the direction of Tenrou. "Is this overwhelming feeling?"

 **Oh boy. First Kagura, and now Makarov. I hope that a certain Cosmic Dragon Slayer makes it in time. And it looks like the Seven Kins have already arrived. Does Fairy Tail have a chance against this line up? Leave a review on what you think, and follow and favorite if you enjoyed. See you next week.**


	60. Goddess of Iron

**And, here's the next international chapter of Alternate Tail.**

 **Gajeel: Huh, this one's early. Never thought that would happen.**

 **Well, I'll be very busy this Wednesday in Delhi, so I can't upload at the usual time. But I hope you still enjoy this special chapter**

 **Anyway, first I want to thank Inkslayer92 and laurelsblue for following Alternate Tail. Second, I want to thank Ray Akaba 210, FShield 96, Fin-Fish Jun-Tenshi, and OneWhoCharms for their reviews. I greatly enjoyed what you wrote.**

* * *

 **Alright, even though it would have been better for them to do it in the last chapter, I'll have Kagura and Mest do disclaimer**

 **Kagure: Understood. DigiXBot does not own Fairy Tail.**

 **Mest: That is owned by DigiXBot.**

 **Carla: In either case the story is quite mad.**

 **Happy: Yeah. Both guys are off their rocker.**

 **Hey!**

* * *

 **Goddess of Iron**

 _Blood sprayed from where a beam of magic pierced through the center of Makarov's chest, after being sent by Hades's finger_

 _The master of Grimoire Heart gave no reaction as Makarov fell back to the ground in his blood-stained coat…._

* * *

" _What exactly," Jellal Dreyar said as he instinctively turned in the direction of Tenrou. "Is this overwhelming feeling?"_

* * *

"Out of my way!" Cana screamed as she blasted a group of Grimoire Agents with her fire cards.

"She's certainly going all out." Loke noted as he sent an enemy flying back with a Regulus punch.

"She's not the only one." Lyon growled as he created an ice gorilla. "These bastards have it coming for invading our island!" The gorilla roared as it smashed three wizards under its massive fists.

Cana was so caught up that she did not see a Grimoire wizard coming at her with a large metal mallet until it was too late. "Shit!" She cursed.

"Solid Script: Lightning!" Levy shouted as she launched the word at the mallet wielder and electrocuted him.

"Thanks, Levy!"

"There's too many of them." Loke said as the four stood back to back while trapped the immense army.

"I could use Holy Scrioptúrto cause some more damage." Levy suggested.

"No way, Levy." Lyon argued. "We have to save as much magic as possible."

"Either way, we'll be crushed by their numbers in no time." Cana stated.

Unbeknownst to them, a certain goat-man was watching them from above.

 _A Celestial Spirit. A Maker Mage. And a Letter Mage. How nostalgic..._

* * *

"Hiya!" Lisanna screamed in her cat form as she slashed at the approaching wizards.

"How are you holding up, Lisanna?" Erza said as she struck down ten wizards in her Black Wing armor.

"Fine, but I don't know how long I can keep up!"

* * *

"Manly strike!" Elfman roared as he threw a Grimoire wizard into a few others, knocking them off their feet. "Evergreen, do your thing!"

"If I want to be ordered by an oaf," Evergreen said as she removed her glasses. "Then I'll let you know." Upon making eye contact with the enemies, she transformed each and every one of them into stone.

"Not bad for an unmanly tactic!" The takeover cheered.

"How is it unman- oh, you almost got me saying it!"

* * *

"So much violence," Zeref mumbled, hearing all the battles at once. "Why can't existence change without it…"

* * *

"Stay down!" Gajeel shouted, leaping above a group of dark wizards then crushing them with Iron Dragon's Club.

"Shoot it down!" A set of wizards began firing at Lily with their staffs, trapping the Exceed as he used the Musica Sword as a shield against the magic projectiles.

"Is that how you want to play?" Lily questioned as he took a hand of the Musica Sword's hilt, then summoned his stave into it. "Three Layered Magic Circle: Mirror Water!" As he pulled away the sword the projectiles hit a barrier of three magic circles, which reflected the attacks back to their casters.

"If only I could help." Kagura said, gripping her burnt shoulder as she remained hidden from the battle.

"There's nothing you can do about it." Carla chided. "You used up all your magic fighting that Azuma man."

"Hold on," Kagura looked around in worry. "Where's Mest- I mean Doranbolt-san?"

"We have no reason to worry about a man like him." That statement did nothing to relieve Kagura.

"That guy mentioned someone named Zeref is here." Happy said. "You think those Grimoire Heart guys are after him?"

"Zeref is a powerful dark wizard, said to be the strongest even. So it's more than likely they did come for him." Carla said.

"Master Roubal told me about him once," Kagura added. "He created hundreds of demons and caused more suffering than anything else in history. We may not have a chance against him."

As Gajeel cut down another group of enemies, a wizard swung at him with a massive broadsword. "Die, bastard!"

CHOMP!

But he was caught off guard as Gajeel caught the sword between his teeth, then broke it with his jaws and swallowed the pieces. "Thanks for that." Gajeel smirked as the wizard backed away in terror. "Now let me return the favor. Iron Dragon's Lance!" Transforming his arms into two lances, he spun around and caught the terrified Grimoire and several others and send them flying in all directions.

"Hey Lily!" Gajeel called out. "Don't you think these clowns are too weak?"

"They may be weak, but they have the advantage in number." His partner countered.

"Those two are too tough!" A Grimoire agent yelled.

"They're monsters, more likely!" His partner argued.

"What do we even do?!"

"Ah think you boys have had enough punishment." A woman's voice called out. Everyone turned to the source and saw a red-haired woman dressed in black strutting towards them.

"Lady Damascus!" The Grimoire wizards cheered.

"Who the fuck is that bitch?" Gajeel gritted.

"No idea," Lily replied. "but the magic she's radiating is alarming."

"Yah shouldn't send boys to do a woman's job." Damascus stated. "Leave these chumps to me."

"Of course, ma'am!" One of them replied.

"Be careful, Lady Damascus." Another said. "That's Black Steel Gajeel. He's really strong-"

"What in tarnation are ya talkin about?" She questioned politely, then growled as she walked towards them. "Are ya sayin that boy is strong?" She grabbed one of them by the collar with one hand and pulled him close to him.

"O-of course not, ma'am!" The Grimoire in her grip let out in fear as the others took a step back from her. "No guild is stronger that Grimoire Heart."

"Right answer, Sugah." She smirked. "And as the strongest, we don't need no weaklings in Grimoire Heart!" She aimed her free hand at them, then laughed as she several black shurikens bursted from it and easily sliced the throats of the other wizards.

"Black shuriken?!" Happy screamed while the earth reverberated their collapse.

"She just killed them…" Carla gasped.

"As for you," Damascus said sweetly to the frightened man in her grasp. "Ah got a better job for you." She brought the back of his neck near her open mouth, then-

CHUK!

His eyes nearly popped out of his sockets as her canines pierced straight into his neck. The sound of her slurping was heard as the dark wizard started to shrivel up.

"What in the…" Carla said in horror. Once the man was nothing but a raisin, the woman threw his dried up corpse to the side like a rotten fish. "What kind of monster is she?"

"Ah," She sighed in relief, "nothin like a blood drink for a little iron snack.

"Why did you do that?!" Kagura shouted at her. "They were your guildmates!"

"So? At least one of them could make a tribute to his goddess, sweetie."

"Don't bother responding, Half-Pint." Gajeel growled. "People like her don't see their guildmates as friends. Only as tools. Or her case, food."

"Ya got a good understanding of us, little dragon." Damascus smiled. "Makes it more fun to do this." She gulped large amounts of air into her mouth before opening it and spewing out a storm of black metal shards right at him.

"Bring it!' Gajeel stood right in its path, ready to devour it-

"Three Layered Magic Circle:" Lily jumped right in front of his partner. "Mirror Water!" The defenses caught the incoming attack.

"What the hell are ya doing?!" Gajeel shouted.

"There's something not right about that metal, Gajeel!" Lily shouted. "You must not-" He stopped at the sound of glass cracking, and he became horrified when he saw the magic circles breaking apart. "Oh no…"

The barrier broke down and the iron storm swallowed both of them.

"Gajeel-san!"

"Pantherlily!"

When the storm faded, Gajeel was holding the unconscious and shrunken Lily close to him. He grimaced, then spatted out some of the black shards that were now coated in his saliva and blood. "That metal." He gritted. "It was like the one in Phantom Lord. I couldn't even swallow it..."

"What did you expect, little dragon." The woman drawled. "That there's the Iron of the Gods, the metal forged by their divine will. Nothing for lizards like you to even nibble on."

Gajeel placed Lily on the ground as Carla and Happy went to get him, then snarled at Damascus. "What the hell are ya, anyway?!"

Damascus only laughed. "Fe fe fe, I thought that was obvious. I'm what'd ya call an Iron God Slayer, the type tens time stronger than ya!"

"God Slayer?"

* * *

"Don't give in!" Lyon shouted as the four fought against the armada of wizards.

Levy blasted a group of enemies with Solid Script: Explosion "There's just too many!"

Suddenly a clap was heard as every Grimoire Heart wizard vanished into thin air.

"Did they just disappeared?" Loke asked.

"They don't even bother to finish us off?" Cana asked with a scowl. "Talk about cocky."

"They did not have the power to defeat you." The four looked up and saw Caprico standing on the ruins of a gate above them. "It would be a waste of time for them to even try. I shall be your opponent."

 _That face…_ Loke thought in recognition. _It couldn't be..._

"Let's see what this generation of Team Unbound can provide."

"Did he just say," Lyon frowned. "Team Unbound? How does he even know about that?"

* * *

Meanwhile, Mira and Merudy have just finished off their opponents when they heard the clouds thunder in anger.

"Looks like it's about to rain." Merudy noted.

"That's not possible." Mira argued. "The weather here is always clear."

"Drip, drip, drip." The two looked forward and saw a young girl with blue hair approaching them. "Juvia has now found her enemies." She said.

"Some kid?" Merudy asked.

"Don't underestimate her." Mira said. "There's something off about her magic.

"Juvia shall defeat all of you quite easily." Juvia said with an edge that could cut through steel.

* * *

"A demon has just met two fairies dancing in the forest." Elfman and Evergreen turned and saw a man with a silver pompadour approaching them. "And now this land," He rose his hand in dramatics. "Will be our battlefield."

"What's with this guy?" Elfman deadpanned.

"He's clearly delusional." Evergreen stated.

"Is he a man or a fruit?"

* * *

"Hmpf," Azuma scoffed as he saw Erza and Lisanna. "First children and cats, now women?"

"Stay back, Lisanna." Erza ordered as she summoned a new sword.

"I'll help too, Erza." Lisanna braced her claws for battle.

* * *

"Hey!" Kain shouted as he finally got up from the ground. "Where is everybody?!"

* * *

"Just wait for me, Zeref." Ultear said. "My dream will come true."

* * *

As all of this occurred, Hades stood on the beaches of Tenrou, with Grimoire Heart's airship docked nearby.

"I may not see or hear you." He said out of the blue. "But I know you are here. I would not even bother praying. Makarov's children have no hope of stopping my Seven Kins of Purgatory. All of them are great wizards I've spent years molding. They each use a magic close to the original source, almost as close as our old teacher. There is nothing in heaven or earth that can get in the way of the forbidden arts."

* * *

"Raaghh!" Roaring loudly, Gajeel charged at Damascus, who easily blocked each incoming strike he threw.

"Don't tell me that's all a Dragon Slayer can do?" She taunted, pushing the Dragon Slayer further into rage.

"Be careful, Gajeel-san!" Kagura called out while she and the younger Exceeds checked up on Lily.

"God Slayer, my ass!" Gajeel gritted, "Ya claiming a god trained ya?!"

"Well, since Master Hades is practically a god, then yes, Ah did get this lost magic from the gods!"

"Ghi hi hi!" Gajeel laughed as he pulled away. "So you just learned it from some puny human. Well, I learned mine from a real dragon! Iron Dragon's..." His right arm started to transform.

Damascus too began to alter her arm's shape. "Iron God's…"

"Sword!"

"Scythe!" Two weapons, one a gray iron sword and the other a black iron scythe, collided in mid air, with sparks dancing by the point of contact.

"Such power!" Carla gasped.

"Those two seem even!" Happy shouted.

"The power of the gods and dragons are going to clash." Kagura said in equal shock.

Gajeel pushed his sword-arm with all his might. But it was not able to maintain as cracks began to form.

"No…"

"Die!" Damascus screamed eagerly as her scythe finally pushed away Gajeel's damaged construct. When Gajeel pulled back his damaged weapon back to his normal hand and gripped it in pain, the god slayer took the opportunity to slash right at his chest, making him scream as he was sent crashing to the ground.

"Gajeel-san was pushed back!" Kagura shouted in shock.

At this Damascus glared at her in anger. "Ah don't need chater from the peanut gallery!" With her scythe-arm, she slashed at the earth in front of the four fairies with enough force to create a shockwave that send them flying back.

"Ahhh!"

"Kya!"

"Kagura!"

"Much better." The god slayer said.

"Ya crazy bitch!" She smirked as she saw Gajeel standing, his body now covered in iron scales. "Leave them out of this!" He charged straight at her with his fist aimed forward. "Iron Dragon's Hard Fist!"

She smirked as she easily caught the attack before it could reach her face. "They say you go by Black Steel, Mister Dragon." He growled as he felt his fist being crushed in her grip. "Let me show you some real black steel. Iron God's Quayan!" Iron leaked from the pores of her skin and hardened around her, giving her a black armor similar to that of a rhinoceros. Now covered, she then headbutted the dragon slayer, making him stagger backwards as a crack appeared on his forehead.

"Iron God's Mjölnir!" Her first transformed into a box shaped hammer as she leaped upward and dove at him. Gajeel leaped out of the way in time, letting the hammer hit the ground and causing the earth itself to shake.

Gajeel braced himself and began building up pressure inside him. "Iron Dragon's Roar!" He unleashed his attack straight at Damascus.

"Did ya know who taught the little humans how to blacksmith?" Damascus asked as the iron storm got closer and closer to her. "It was the gods. It ain't the humans or dragons who created iron, it was God!" When the storm reached her, she pushed it towards her mouth and swallowed each and every iron shard into her.

"Ehh?!" Gajeel shouted as she continued to devour his attack. "That's... impossible..."

When Damascus finished, she wiped her mouth. "That was some fine tasting iron, Mister Dragon. Ah never tasted anything so scrumptious. You might got the power to kill a dragon, but you can never get close to killing a god.

"Now," She smirked as her violet eyes pooled with insanity. "Taste the magic of Grimoire Heart! Iron God's Bellow!" From her mouth came a river of black iron shards even bigger than Gajeel's own roar. The Dragon Slayer couldn't move out of the way as the Bellow reached him and send him flying away.

As this happened, Lily finally woke up, only to see Gajeel's unconscious and his armor cracking apart. "Gajeel…" He heard Damascus laughed madly as his partner fell down into a nearby gulch. "Gajeel!"

* * *

"Urgh…" Gajeel groaned as he struggle to rise from the forest floor, with a few broken iron scales falling off him. In their place his body was covered with scratches that were releasing small amounts of blood.

"That bitch… I never thought I would lose cause of my own element…" As he rubbed his head he felt something familiar. "That scent…" He sprung his head up and turned to where the smell came from.

"Old man!" He shouted as he saw the unconscious and bloody form of Makarov. He got up and ran towards him. "What are you doing?! This isn't the time for a nap!"

"Gaj…. eel… keh, keh!" Makarov coughed as he got up out when the Dragon Slayer reach him.

"Shit, what happened to you?!" Gajeel checked his pulse and felt how weak it was. "Don't worry! There's enough people here to patch you up I can take you- no, you can't move like this! Who even did this to you?!"

"Gajeel..." Makarov began as he gathered what's left of his strength. "Listen carefully. We have no hope of winning…"

This was the not the words Gajeel wanted to hear. "What the hell are you even saying, old man?!"

The old master looked at the Slayer in worry. "Where did you get… these injuries?"

A part of Gajeel trembled as he remembered the woman he just fought. "It's… it's nothing to be worked up about, okay! I'll win the next time! Trust me!"

"Gajeel… please… take everyone here… and leave…"

"Don't go saying that!" He roared in agony. "We have to win! What about the S-Class Trials?! You're the master of Fairy Tail, aren't ya?! Why would you say this?!"

"There are times…" Makarov replied weakly. "When one must… step down…"

"But-"

"My, oh my." Gajeel growled at the sound of a familiar woman's voice. "What do we got here?"

"You!" He glared as Damascus approached them.

The God Slayer smirked as she saw the wounded master. "You must be Master Makarov. Judging by the damage, Ah say it was Master Hades that gave ya a good licking."

"Master Hades?" The Dragon Slayer stood up, ready for another fight.

"Gajeel, don't…" Makarov ordered. "You're no… match for her…"

"What are you talking about?!" Makarov then saw Gajeel was trembling. "What do you mean I'm not match for her?!"

 _It can't be._ The old man thought as beads of sweat raced down the youth's face _Gajeel, of all people, is afraid?_

"What's the matter, little dragon?" Damascus taunted. "Are ya scared, cause that'll make your corpse extra tasty when I'm done."

"Tasty?" Makarov echoed back in horror. "Gajeel, get away from this woman!"

 _Fear is not 'evil.'_ Gajeel remembered Gildarts's words as he saw his hand shake uncontrollably. _Rather, it is the insight of your weakness._

"This is…" He let out in realization. "Fear?!"

"Is it that unfamiliar?!" Damascus laughed at him. "Right now ya feelin real, paralyzing fear! The kind when a person faces an unstoppable opponent, and freezes cause there's nothing they can do!"

 _You've done all you can, Gajeel._ Makarov thought in worry. _Now run…_

Gajeel trembled as he examined his shaking fist while Damascus licked her lips in anticipation. But then he gripped it tight enough to make it still.

"Eh?"

"No." Gajeel stated coldly as he stood firm for a fight. "I am afraid. I feel fear. But this isn't the fear the old timer told me about."

"What'cha even mean?" She questioned, annoyance traced in her tone.

"The only thing I'm afraid of right now," He said as he gripped even tighter, his veins starting to push through the skin on his arm, in a display that startled his opponent. "Is that this Hades, the man that did this to Master Makarov," The mention man looked at him in shock. "will be beaten by someone other than me…"

"I'll be the one that beats Master Hades!" He roared in determination. "And none of you will escape us! None of you will get away for what you've done!"

"You want to beat… Master Hades?" Damascus questioned to the Dragon Slayer determined and blood curdling gaze. She walked over to him and press her forehead to his. "As if Ah let you live long enough to even joke about that."

Gajeel's expression did not change as he brought up an iron-covered fist, then slugged it into the back of her skull, making her bend forward. He then punched Damascus with enough force to go crashing into a nearby tree.

"Ya damn lizard!" She screamed as she used her legs to propel herself off and back to the ground. "Ya think ya can beat me?!" She saw Gajeel charging up at her and transformed her arm into scythe mode. "Ah use the metal of the gods, the kind that can't be broken by puny mortals!"

 _She can use metal magic too?_ Makarov thought in shock.

Damascus grew her scythe to immeasurable size before swinging it, forcing Gajeel to leap upward as the scythe moved under him and cut down the massive trees behind him.

She growled as he suddenly vanished, only to see him appear above him with a log that dwarfed her completely, then throw it down at her.

"Got her." Gajeel grunted as he landed on the log. Suddenly he felt it shake under an internal pressure. "Shit!"

"Is that all ya got?!" The God Slayer screamed as she bursted straight out of the rings in her armored form, slamming straight into him. "Ah can take any punishment you can dish!"

Gajeel held back the blood wanting to come out of his mouth and activated his own Iron Scales, then he kicked his legs at Damascus's stomach to get her off him.

"That's how ya want to play? Iron God's Kratos!" Her hands transformed into two black, crooked blades as long as her forearm. When she thrusted her right hand forward, the blade flew forward while connected to her arm by a long, black chain.

Gajeel managed to bend backward as the blade flew past him. But as he rolled away from the returning attack and got upright, he was unable to dodge when the left blade came forward and pierced him straight through his shoulder.

"Ruaggghhh!" The Dragon Slayer roared in agony as Damascus pulled onto the chained and pulled the blades back into her, bringing Gajeel with him.

"Gajeel!" Makarov yelled as Damascus reverted back her right arm, then used to grab Gajeel by the throat and pull her right blade out of him, forcing him to scream even more as blood leaked from the new wound

"Well, ain't this grand," Damascus smirked as Gajeel struggled to break free from her grasp, grabbing onto her arm in a futile effort. "You're all dressed in iron. That'll make my meal extra tasty. Too bad ya used so much magic trying." She held her right blade close to his forehead

"Keep it close," Gajeel choked as he struggled to even speak. "I'll just bite it off you…"

"How stupid can you be?" She taunted as she brought it closer to his mouth, not seeing a massive hand approaching her. "Mere dragons can't eat the metal of the gods."

When Gajeel bit on it, he quickly spat it out like day old broccoli. "Like ah told-" She stopped when she felt a massive hand grabbing hold of her, almost making her drop Gajeel.

She turned around and saw that the hand was connected by an extended arm to Makarov, who, despite being unable to get off the ground had eyes filled with fury.

"Let's see if you can hurt that kid any more before his parent's eyes!" He declared. "I'll grind you to rust before you can even taste him!"

"What are you…" Gajeel struggled to let out.

"So you can still fight, mister Makarov?" Damascus teased as he coughed out blood. "Well, if you don't let go," She slammed the left blade into his arm, making him scream out loud. "Ah'll cut up that arm ta pieces!"

"Leave him alone!"Gajeel growled. But despite the pain, Makarov gripped even harder on Damascus. She gritted her teeth as her armor started to crack under the pressure.

"How tough is that geeze?!" She screamed

"You think I would let go?!" Makarov questioned.

"You have to leave, old man…" Gajeel begged. But Makarov refused to back down.

"Is that something Grimoire Heart can't comprehend?! The power of our family won't be destroyed that easily!"

"Enough!" Damascus snarled. "Ah had have quite eno- argghhhhh!"

Makarov's shock did not come from her scream. Rather, it came from when Gajeel chomped onto the armored hand gripping on his throat with all his might. He then increased his hold on the arm, and before Damascus could even react, he pushed against it….

And ripped Damascus's hand straight off, spraying her blood everywhere. Finally free, he ripped the hand off his neck and stuffed it into his mouth, forcing it in despite the pain from its presence inside him

"My word." Makarov gasped, never seeing such brutality from Gajeel.

"Ya no good, shit eatin, mindless lizard!" Damascus screamed, grabbing at the wrist where her hand once was and forcing the hole to close. "Ya just gonna die!" But she was then startled when Gajeel roared and released a pulse of energy that shook the air so much no sound could travel through it.

And in that immense silence, Gajeel's scales began to change. They turned darker, becoming a shade right between his own scale's color and the black of Damascus's armor. When it was done and the sounds returned, Gajeel's immense roar was the first to be heard.

"That's impossible." Damascus gasped. "He ate it. He ate my metal!"

"I can eat any iron there is." Gajeel growled as he cracked his neck, forming the sound of metal sliding onto metal. "I just needed a special way to eat yours."

 _I see now. That pulse was all of his magic power being expelled from his body._ Makarov thought in realization. _By doing so, he created a cavity in his supply that would let him devour the metal, then fuse it with his own armor. But doing that..._

"What is wrong with you Gajeel?!" Makarov yelled, throwing Damascus into the air in the process. "Do you have some sort of death wish?!"

Damascus landed on the ground gracefully and growled. "If he does, then he's dead meat!" She charged straight at him, and soon both armored slayers were throwing punches at blink-length intervals. But this time, Damascus noticed that every contact Gajeel made was causing her own armor to crack. "Huh?!"

"I ain't planning on dying." Gajeel said coldly as he gave a punch that send the god slayer into the air. "And I don't plan to let anyone else hear my, old man?! I'll bring everyone back to Fairy Tail still breathing!"

Both of his arms transformed into two dark-grey swords. "Iron of the Dragon, Iron of the Gods. Together they make-" He jumped towards the airborne Damascus. "Iron Dragon God's Execution!" He slashed her with them in an x-formation, breaking apart her armor and leaving an x-shaped scar on her torso as she crashed back to the earth.

Gajeel landed to the ground on one knee, cracking the earth underneath him. His iron scales then faded back into his skin as he got up; his breathing was labored with exhaustion

"Old man," He addressed to Makarov. "We have to fight."

But before he could reply, they heard a shout. "Gajeel!" They turned around and saw Kagura and the Exceeds landing by them. Carla and Happy were carrying the swordsgirl and Lily respectively.

"Heh," He laughed weakly. "Ya finally made. Missed the party, though."

"Looks like you beaten her." Lily noted, spotting Damascus's unconscious form.

"She's not gonna be the last one either." Gajeel stated.

"What do you mean?" Kagura asked as she came over to him.

"We won't stop until every last Grimoire Heart wizard pays." He turned to Makarov, still shocked from the slayer's display.

"I get it. They're times to stay and fight, and they're times to retreat. The old timer, Gildarts, told me that. But this is not the time to run away. These assholes think they can barge into our home and mess with us. We have to make them pay for messing with Fairy Tail. Let's show them everything our guild can throw- kough!"

At that moment, drops of blood hit Kagura's startled face.

"Gajeel-san?" She asked. But it was too late as he stumbled as he fell onto his back.

"Gajeel-san!" He felt the grass blades pressing into his back.

"Gajeel!" He could not tell who said that.

"What do we do?!" His heart began to slow down.

"What happened to him?!" He started having trouble seeing in front of him.

"He ate that girl's iron, and it's poisoning him! We must heal him!"

"On it! One Layered Magic Circle: Purity Sonnet!" Gajeel saw a flash of pink in front of him. But it did not matter as his eyes closed shut, then nothingness swallowing him.

* * *

"Blumenblatt!" Erza, in her Heaven Wheel armor, shouted as the dozen of swords surrounding her dived down to Azuma, who simply summoned many thick limbs to catch the swords.

Azuma gritted his teeth, then realized a massive shadow was swallowing him. He rolled away as a massive purple bunny fell to where he was and crushed the limbs under its weight.

"Animal Soul: Harpy!" Transforming into her human form but with two massive wings and talons for feet, Lisanna flew straight at the plant mage, and could sense Erza coming from behind. He leaped into the air, and once the two were in the same location, detonated the area and released a massive explosion that blasted them back.

"If women and children are all that I would face, then I'll be stuck fighting limited." Azuma said.

"You have quite the pompous attitude." Erza gritted as she got up.

"Be careful Erza." Lisanna, albeit in her normal form, said worriedly as she did the same.

"Erza?" Azuma repeated, as if to taste the name for familiarity. "Now I see. You are Erza Scarlet, aren't you. Said to be the strongest woman of Fairy Tail."

"That is how some call me…" The swordswoman stated coldly.

"If that is true, then I would like to request a proper challenge against the Titania."

When she only replied with a serious expression, he continued. "What's wrong? You can't get serious against me?"

"Erza, you can't face him alone." Lisanna warned. "His magic might be too much. Let me help-"

"No." Erza interrupted her. "This man's magic is powerful. You have to go, Lisanna."

"I prefer not to do this," Azuma said as he rose his hand. "But…"

Suddenly, several roots emerged from the earth and engulfed Lisanna in a cocoon of wood, as a symbol appeared on it with the number 180 on it, which decreased by one each second.

"What is this?!" Lisanna shouted.

"Lisanna!" Erza ran to her guildmate as she summoned a sword, ready to cut her free.

"I would not try that if I was you," Azuma warned coldly. "Any outside pressure will cause the roots to ignite early. If you wish to save her, you must defeat me."

"I can't… move…" The takeover gritted as she tried to get free.

"You coward!" Erza shouted at the plant mage. "I thought you wanted to fight, but you use these tactics!"

"For a true match, I would anything to fight."

"Is that so?" Erza then requipped into her Black Wing Armor.

"Erza, don't!" Lisanna called out. But the Titania ignored her.

 _My magic and strength won't last long. But I must use everything I got…_ She charged straight towards Azuma, and before he could even react, she gave him a roundhouse kick that stopped his breathing for a second.

But despite this, he grinned. "This power…" He said as he was sent flying. "No one has been this strong!" He clenched his fist and a massive explosion appeared right in front of the Requip mage.

During the explosion she glanced back at Lisanna, with the timer now at 115. "Don't worry about me!" The takeover shouted. "Just concentrate on the fight, Erza!"

But during this, four large roots came from the ground and tightened at Erza's wrists and ankles.

"What in the world-"

"Chain Burst!" Azuma shouted, and from each of their bases the roots ignited into a series of explosions that eventually swallowed her.

"Erza!" Lisanna shouted. But relief filled her as Erza came out of the explosion unscratched in her Flame Empress Armor.

"Release Lisanna, now!" Erza shouted as she used striked at the man with her Flame Sword, who countered with a set of explosions in the air.

"So strong!" Azuma yelled in joy as explosions and fire magic counteracted each other.

But in this moment, Erza turned around and saw that the timer was now at 62. _I'm running out of time!_

"Why do you look away?!" Azuma screamed as summoned many roots at her. "Claw Burst!" The roots ignited as they sideswiped her, sending her flying back.

"Erza!"

But Erza managed to regain her balance, and charged her sword with fire as she swung it downward, sending a massive fireball straight at the man.

But when the flames faded, Azuma stood with his arms crossed as many thick roots have grown into a shield above him.

"Dammit!" She then saw that Lisanna had less than 24 seconds left.

"As expected from the legendary Titania." Azuma said, licking his lips in satisfaction. "Let us continue this challenge, Erza."

 _This man is too powerful. I figured with my power…_ She then saw that the timer was only 19 seconds.

And with that, she ran straight to Lisanna.

"Erza!" Lisanna shouted.

"What are you doing?!"

Erza remained silent as she grabbed onto the younger girl's shoulder.

"It's futile!" Azuma shouted. "It won't unlock until you beat me! You do not have much time left! Show me how serious you can get!"

"I will not take the commands of an enemy." Erza said coldly.

"Erza?" Lisanna began to ask, but then saw her clothes were shaking. Then in a split moment, she was wearing Erza's Flame Empress Armor while the Swordswoman was wearing her clothes.

"What are you-"

"You are family, Lisanna." Erza said with a smile. "You, Mira, and the others are important to me. More important than any match."

"Is that so?" Azuma asked the timer reached zero. "Then forfeit…."

The roots glowed a bright green, before erupting into a massive explosion that swallowed the two girls and even blasted nearby trees out of the earth.

When the dust clear, both girls were covered in grit from the explosion. Lisanna found Erza's unconscious form on top of her.

"Erza?" Lisanna asked fearfully as she tried to shake the older girl awake. Her worry grew as she gained no response from her.

"No… please… wake up…"

Azuma watched with apathy for a second before turning away, going on his way as the takeover begged the swordsgirl to wake up.

* * *

"How long has it been?" Ultear mused to herself as she nimbly walked through the trees. "Years. It's been years since I began searching for Zeref. So much blood spilt for this quest. But today it all pays off. My dream will come true. With Zeref in my hand, my dream shall come true…"

She then heard the bushes shaking behind her.

"Who's there?!" She questioned furiously. But her eyes then widened as she saw the individual.

"So you were looking for me?" The black haired boy asked. "So you and your people are the seed of discord that have taken root on this island."

Ultear smiled in triumph, tears streaming for her accomplishment. But…

"It is sad," Zeref's eyes then revealed pure rage. "How you managed to anger me."

 **Hmmm.**

 **Gajeel: What's with you?**

 **I did enjoy writing your fight against Damascus…**

 **Gajeel: You had me ate her hand! And I might be dead now!**

 **Don't you know anything about Shoenen stories. The protagonist doesn't die or stay dead. But the real problem is that I feel that the Erza vs Azuma fight is a bit lacking here.**

 **Erza: What do mean?**

 **Um, besides the fact you beat Azuma in canon, there's also the fact you didn't have as much of a handicap as Mira, who was rusty by two years compared to you even if she is stronger. I still feel that I could have written the fight better**

 **Erza: Well you did what you could. Besides, rescuing Lisanna was more important.**

 **I guess. Well, you guys tell me what you thought of both fights. Don't forget to review and follow and favorite if you enjoyed. And don't forget the poll for who Mira and Lyon will fight.**


	61. The Ultimate Magic World

**Hey guys! Back to our regular schedule. Just got back from Northern India.**

 **Levy: So what happened there?**

 **Well, I got to see the Taj Mahal, saw some marble work, and I got to ride on an elephant.**

 **Gajeel *sarcastic* : Wow, ya got to ride a giant slowpoke. That sounds way better than flying with an Exceed.**

 **Well sorry that Earth doesn't have any flying cats. Anyway, I want to first thank 6-4 pilot and stepfanieeiche10 for following and favoriting Alternate Tail. I also want to thank Fin-Fish Jun-Tenshi, Earth Dragon Arnighte, Glorificate, Sir Something, OneWhoCharms, Ray Akaba 210, and 6-4 pilot for their reviews. I am glad that many of you felt I did my best with Erza and Azuma, even though she lost.**

 **Nonetheless, I am glad that most of you told me how much you enjoyed the fight between Gajeel and Damascus, and the bits of easter eggs here and there.**

* * *

 **For this disclaimer, we'll be having a roar.**

 **Lyon: Really?**

 **Just remember that both of these guys have a lot of** _ **pride**_ **on this.**

 **Loke: Okay, I think you went overkill with the lion puns.**

 **What, I don't know what you mean. You two must be** _ **lion-ing.**_

 **Lyon: I'm going to start before things get too ridiculous. DigiXBot does not own Fairy Tail.**

 **Loke: Fairy Tail is the property of Hiro Mashima.**

* * *

 **The Ultimate Magic World**

" _On it! One Layered Magic Circle: Purity Sonnet!" Gajeel saw a flash of pink in front of him. But it did not matter as his eyes closed shut, then nothingness swallowed him…_

* * *

" _Erza?" Lisanna asked fearfully as she tried to shake the older girl awake. Her worry grew as she gained no response from her._

" _No… please… wake up…"_

 _Azuma watched with apathy for a second before turning away, going on his way as the takeover begged the swordsgirl to get up._

* * *

 _Ultear smiled in triumph, tears streaming for her accomplishment. But…_

" _It is sad," Zeref's eyes then revealed pure rage. "How you managed to anger me."_

* * *

As this happened, Levy and Cana screamed as they were sent crashing into the stone ruins.

"How pathetic." Caprico stated, eyeing them with annoyance.

"Hold still!" He then saw that Lyon and Loke were charging at him.

"Ice Make: Lion!"

"Regulus!" The goat-man easily jumped up to dodge then, then spun his legs and kicked them away with his hard as iron hooves.

"This guy," Lyon gritted, gripping his arm as his ice gauntlet broke apart. "He can talk on all four of us without breaking a sweat. Just who is he so strong?"

"Is this all you have." Caprico said. "You are definitely not Milkovich-san or Mcgarden-san."

 _And why does he know those names?!_

* * *

"Any progress?" Makarov asked.

"None." Lily growled from exhaustion as he deactivated the magic circle above Gajeel, then transformed into his smaller form. "The God Slayer magic has been expelled from his body, but it already caused some much damage." He turned to the injured old man. "I should start healing you…"

"Focus on Gajeel first, keh!" Makarov said sternly. "I'll be fine."

"You need treatment as much as he does."

"Is he…" Kagura struggled to ask, afraid to hear the answer.

"His body is in a stasis of sort." Lily explained. "Technically he is healthy, but he is weakened from the battle and the poison."

"Which means he can recover." Makarov said. "Even so, it will take a lot of energy for him to do so."

Kagura sighed. "If only we had some iron for him…"

* * *

" _Ah, nothing like a blood drink for a little iron snack."_

* * *

"That's it." She said suddenly. She then grabbed Archenemy with one hand

"What are you doing?" Carla asked her.

"That's not going to work." Makarov said. "Gajeel is too proud to let someone weaken themselves for his sake."

"That's not what I'm planning." She held the sheathed blade close to the palm of the other hand, then drew out its cutting nature to sliced it.

"Kagura!" Makarov shouted, despite the strain on him.

"What are you doing?!" Carla yelled at her.

"Why would you do that?!" Lily shouted.

The swordsgirl winced and almost cried from the pain as blood seeped from the fresh cut. But despite that, she held her hand over Gajeel's head and squeezed, causing drops of blood to fall into his mouth.

"Of course," Makarov realized. "They are bit of iron in the blood."

"It may be little, but it should be enough to help him recover." Lily nodded.

"I only have to give him enough drops for him." Kagura said. "Then he can wake up."

"No you won't." Carla said sternly.

"Carla-"

"Not by yourself, anyway." Her partner continued. "Since I can't stop you from doing this, I'll give some of my blood to him as well."

"As will I," Lily smiled. "What kind of partner would I be if I do not contribute."

"Count me in too!" Happy said optimistically.

"Me as well."

"Master!" Lily said to Makarov. "Your body is already weakened, losing blood will-"

"So I should stand by while my child is on death's doorstep." The old man argued.

The Exceed sighed and relented. "Alright then," He pulled out the Musica Sword and gave himself a small cut on his paw. "But I'm healing you afterwards."

"Fine."

* * *

"I finally found you." Ultear said. Despite Zeref's clear anger, she was overjoyed at her discovery. "Right before my eyes…"

"What exactly do you want?" Zeref questioned. "Is it my power you seek…"

He hid his surprise well when Ultear suddenly bowed to her knees. "All I seek," She said with immense devotion. "Is your existence."

But he then said something that startled her. "I have no intentions of getting involved in this era, so I can avoid seeing pointless wars or people dying. Stop attacking this island and leave at once. It belongs to a special friend of mine, and I am already enraged at your actions."

Ultear shook and sweated with fear as the words took hold of her. She looked at him in horror, hoping for even a hint that his statement was only a bluff or a test.

But Zeref's unchanging expression answered her terrified suspicion. This was not the man she spent years searching. This was not the Black Warlock her guild slaved away in finding.

Or rather, she thought in realization, not completely the Black Warlock.

* * *

"Yeehaaa!" Elfman and Evergreen screamed as they avoided the punch of a massive, horned behemoth coated in metal.

"What kind of monster is that?!" Elfman shouted.

"You're one to talk!" Evergreen yelled at him.

"Meet my Guardian Saint Beast," Rustyrose said to them. "Belcusas the Thunderclapper."

"He has two separate names?!" Elfman yelled as he ducked from the swing of Belcusas's attack.

"Fairy Machine Gun: Leprechaun!" Evergreen shouted as she blasted the beast. But her attacks barely scratched at its metal skin. "It didn't even work?!"

Belcusas's arm became coated in electricity as it brought it down towards her. She became paralyzed with fear as it came closer.

"Noooooo!' Elfman roared in his beast form as he stopped the attack from hitting him with his arm.

"What are you waiting for?!" He yelled at her. "Petrify it already!"

"I can't use it on non-humans!" She snapped back.

"Then just petrify the guy controlling it!"

"How can I do that when he's wearing glasses?!"

"Well, that's a useless power!"

"Maybe I should petrify you instead!"

"Oh dear," Rustyrose mused as the two argued. "Did I stumble into a lover's quarrel."

"We are not lovers!" They shouted at him. He simply smirked back at time.

"Just distract that thing for me!" Evergreen shouted as she activated her wings and flew into the air and past Belcusas

"What are you doing?!" Elfman yelled, but his focus was forced back to the beast.

 _I know what this man's magic is._ She thought as she flew towards Rustyrose, then blasted at the earth to release a cloud of dust into the air. _It's summoner magic, just like Lucy's. The weakness of summoners is clear, they themselves are weak!_ She seemed hidden from his sight as she prepared an energy attack in her hand when-

"I am the king of the underworld." Rustyrose suddenly said, startling her. "This arm cuts through everything like a deep black blade." To her shock, his arm became a scaly arm ended with thick claws. "Disappear to the edge of darkness." The fingers extended straight at Evergreen like growing tendrils, slicing her back and removing her wings.

"Evergreen!" Elfman shouted as she fell to the ground. But in his worry Belcusas slammed him into the ground, reverting his takeover in the process.

"Keh!" Elfman coughed. "Wh-what kind of magic is that?"

"Explaining such things to trash would only cause confusion." Rustyrose said as Belcusas faded away. "Trash."

"What'd you say?!"

"This is magic that has gotten too close to the abyss of the magical arts. Hence this magic has powerful side effect," He held his hand to his pompadour. "Creating a catastrophic destiny."

"..."

"But, by acquiring Zeref," Rustyrose said as he creating the image of the Black Warlock in the air. "The tragedy shall come to an end, thus beginning a new age of magic."

Both Fairies quickly recognized the mage. _That's the guy from before._ Elfman thought. _The guy that knew Gajeel and Natsu._

 _We actually met Zeref, the Legendary Black Wizard and survived._ Evergreen thought in shock and disbelief. _And now Zeref… is on our island?!_

* * *

"I wonder when did you find out his true identity." Hades said to the air. "It does not matter. When we acquire Zeref, we can create the Ultimate Magic World."

* * *

"A true world of magic where Chaos and Darkness rule." Rustyrose preached to the fairies' shocked expressions. "When that happens, only those with magic will survived. Those without will either die or spent their lives in a pure hell.

"It's wonderful, isn't it! A world for only our kind, Homo magi! A world free of trash that are without magic!"

* * *

"That world will need a new leader." Caprico explained to the four horrified fairies. "And who better than the Black Warlock Zeref to become its king."

* * *

"And with Zeref-sama, the Ultimate Magic World shall become born from the ashes of the old." Juvia said to the startled Mira and Merudy.

* * *

"Puny Homo sapien shall become as extinct as dragons! It'll be a utopia for wizards! This is the next evolution of our world! I've been waiting for an eternity for this!"

"I-impossible…" Elfman let out in terror.

"There's no way…" Evergreens said in equal fear. "Something like that should exist!"

* * *

"The others don't know yet about Zeref's true destiny." Hades continued. After a few seconds he spoke again. "Don't bother being worried for him. After all, you are dead because of that man."

* * *

As this happened, Ultear was breathing heavily in exhaustion as her hands rested on her knees. And in front of her, Zeref could barely stay conscious, his body covered in injuries from Ultear's attack.

"You might be the Legendary Black Warlock,' Ultear said. "But in your 'sleeping state', you are no stronger than a common guild wizard. You should have never underestimated the strongest of the Seven Kins of Purgatory!"

Zeref struggled to get up. "But don't worry, Zeref-sama. We have the keys to wake you up…"

"Stop…" Zeref barely let out before blacking out

"I got him…" She started to laugh. "I got Zeref!" She came over to his unconscious form and knelt next to him, then cradle him towards her body.

"You are mine now, Zeref." She said gently. "I won't hand you over to anyone. You shall become the king of this new world. For the sake of the Ultimate Magic World, and for the sake of my dream.

* * *

"So you want to erase those without magic," Elfman growled as he pushed himself off the ground. "Just to make a world for only wizards. Then fuck that!" He shouted in anger.

"Wizards are only ten percent of the world. You're putting the ninety percent that can't to death!"

"Well of course," Rustyrose said nonchalantly. "Those people have no place in the new world."

"How can you say that and think we would just let you?!" The Takeover continued.

"Why not? Evolution favors the most adaptable and fit. And who else would that be than us wizards. The ones without magic are like candles that can't burn, absolutely useless."

"You're wrong!" Elfman roared. "This world doesn't exist just for the strong! It exists because everyone, both wizards and non-wizards, support each other!"

"Supporting each other? Are you talking about the economics of your guild? That is simply your ego speaking. All you so call light guilds do is taking the riches from the weak…"

"No! We do it to support each other!" As Elfman continued, Evergreen watched him in startled amazement. "Wizards use their powers to help others, and in return they give us what we need to survive. That's an equal exchange we got using that evolution bullshit you're spouting! This is a partnership between both groups that forms the world, the reason guilds like Fairy Tail even exist."

When Rustyrose snickered, Elfman roared in anger. "Don't laugh at my guild! Don't laugh at wizards who toil every day to survive!"

"To be honest, I can't understand people like you." Rustyrose drawled. "You claim to be strong, but you could never even get an inch close to the Abyss of Magic. You can't get an inch close to Zeref's true horror. And even if you do, all you can do... is cower in fear!"

"Fairy Tail won't be cowering!" Elfman then charged straight at the dark wizard. "Cause we're giant candles that glow light into every kind of darkness!"

"Your name may be Fairy Tail, but you lack the elegance of that name." Rustyrose's hands transformed back into its monster state, then launched his tendril-claws at Elfman, slashing his chest and sending him flying back. "Trash like you aren't welcome in the Ultimate Magic World."

"I'm fine being trash!" Elfman shouted as he landed back on his feet. "But I won't let call my friends trash! That's something a man can't forgive!"

"Oh my." Rustyrose simply sighed. He then launched the tendrils once more, this time slashing at Elfman's waist.

"Elfman!" Evergreen shouted in worry, grabbing the dark mage's attention.

But his focus returned to Elfman when he heard the takeover laughing, and saw that he was now holding onto his tendrils with one arm. "Gotcha…"

"What do you-"

"The foundation of takeover is to know your opponent," Elfman said. "that's what my big sis told me. So now this 'arm,'" He grinned in triumph. "Is mine." To Rustyrose's shock, Elfman's other arm began to shift and bend until it was an exact replica of his opponent's arm.

"You now have the Jet Black Sword?!" Rustyrose shouted.

"We're even now!" Elfman raised his transformed limb, ready to take down Rustyrose with it.

"That which dwells in my left hand is a golden shield that pushes everything back!" He shouted in panic as shadows covered his arms in panic before fading away, revealing his arm had become the shield he spoke up, which he used to block Elfman's attack.

"How naive of you." Rustyrose said. "Things aren't that simple." But Elfman only smiled back as he revealed that he had the dark mage's glasses in his hands.

"Huh?!"

"I was going after these!" Elfman said as he easily crushed the frame. "Now Ever!"

"On it!" Evergreen replied as she got up and removed her own glasses."I usually let my teammates call me that, but I'll make an exception this time!"

"What?!" Rustyrose shouted.

"Since that mouth likes to badmouth Fairy Tail, I'll petrify it shut!"

"Oh no!"

"Stone Eyes!" The petrify mage's eyes glowed as she made eye contact with the dark nage

"Ahhhh!" Rustyrose screamed loudly for a few seconds, then stopped before laughing. "Just kidding!"

The two fairies, both shocked that he wasn't a statue, were off balance enough for him to slam Elfman to the ground with his shield, then slashed at Evergreen with his tendrils, forcing her to the earth.

"Wh… why…" Elfman gritted as he tried to get up.

"Why didn't my stone eye work?" Evergreen asked. But when both examined the smirking dark mage, they saw that he had a new pair of glasses over him.

"That's impossible." Elfman gasped. "I…"

"You did crush them. But my magic is based on pure imagination. The Arc of Embodiment" Rustyrose explained as he spread out his hands. "With it," A semi-circle of glasses then appeared around him. "I can make anything."

"Th… that's ridiculous…" Evergreen protested.

"The embodiment of dreams is connected to the root of all magic! Of course, they are several limits and conditions to this, but it is an invincible and undefeatable magic! In my entire life, no one has ever bested me!

"Come to me, Tower of Dingir! Crush these foolish fairies with all your sadness and send them back to the earth!" A massive stone tower suddenly erupted from the ground to three stories tall, and both Elfman and Evergreen screamed as they were trapped into the tower's structure.

"What is this?!" Elfman shouted as he struggled to break free. "I can't move!"

"Elfman…" He heard Evergreen began weakly.

"Just hang in there, Ever!"

"I'm sorry…" She said, shocking him. "If I wasn't your partner, you could have become S-Class. You could have defeated this guy."

Elfman was silent before smiling at her. "That's crazy talk. I'm only this far because of you at my side."

"Elfman…" She looked at him with tearful expression.

Tears were also falling from his eyes. "Thank you, Ever."

In the midst of this, Rustyrose simply adjusted his glasses. "Scatter," He said. "To the depth of darkness."

The tower then ignited into a massive explosion

* * *

"Urohhhh…" Gajeel groaned as he stirred awake.

"Thank goodness." Kagura said in relief.

"What the hell happened?" Gajeel said as he got up. "And why there's a weird taste in my mouth?"

"You were weakened in the fight against Damascus." Lily explained.

"So we had to feed you some iron to help you wake up." Kagura added.

"Don't tell me…"

"Don't worry, we did not feed you our weapons." Carla explained, pointing at the still intact swords by Kagura and Lily. "Rather, we did so by taking a page out of that harlot Damscus's book.

"Huh?"

"We feed you our blood." Happy answered.

"...What?!" Gajeel shouted, now noticing wraps of bloodied cloth tied around the palms of each of his guildmates. "That's crazy! Why would you think that was a good idea?!"

"Gajeel, you ripped off the hand from that woman then ate it." Makarov said.

"I was only going after her iron, alright." The Dragon Slayer grunted back.

"So what's next?" Happy asked.

"Same plan as before. Find every last bastard of Grimoire Heart, then kick their sorry asses off Tenrou."

"Well, you already beat one of them. So that leaves Azuma and five others." Kagura said. She noticed Gajeel was sniffing the air right in front of her. "Um, Gajeel-san?" She asked as she sweatdropped.

"Why on earth are you sniffing her?!" Carla questioned furiously.

"Is it a familiar scent?" Lily asked.

"Yeah," Gajeel growled. "It's the masked guy from Galuna island!" He then ran straight in one direction. "He must have been working for Grimoire Heart the entire time!"

"Just wait up Gajeel!" Lily shouted as he flew after him.

Makarov sighed as the younger ones look on gobsmacked. "Of course. The fact he was on death's doorstep minutes earlier doesn't stop Gajeel from rushing out."

* * *

"Assist the wounded." Lahar ordered back on one of the Magic Council Battleships. "Save repairs for afterwards. We need all able-bodied men to be ready when we storm the island." He stopped when he saw a form appearing on deck.

"Doranbolt?!" He said in shock as he saw his comrade. "Where did those wounds come from?!"

"I'll be fine," Doranbolt said as he gripped his shoulder. "How are the ships?"

"Almost all but this one were destroyed. Thankfully no one died and we were able to get them on here."

"Is the communication lacrima alright?"

"Yes it is. But tell me, what is happening on that island? Was it Fairy Tail that attacked us?"

"No, it was a plant mage named Azuma, from Grimoire Heart." At Lahar's startled expression, Doranbolt continued. "The dark guild has declared war on Fairy Tail so they can locate Zeref."

"Zeref? Could that be why Ultear, one of their agents, infiltrated the old council…"

"I have to borrow the lacrima. Right now we have to contact Era and tell the council everything!"

"So Grimoire Heart, Fairy Tail, and Zeref. Three of the biggest protuberances of Ishgar have gathered at one spot! What a godsend. When Chairmen Gran Doma hears of this, he'll take every action against their evil. The holy light shall fall once more…"

"Etherion?!" Doranbolt said in horrid realization.

"I know. Even though last time we played into our enemies' hands with the Tower of Heaven incident, we must trust the Chairman's judgement if he chooses to utilize it…"

"Wait just a minute! Sure Fairy Tail is a problem in the Magic Council's eyes, but that doesn't make them as dangerous as either Zeref or Grimoire Heart!"

"I'm sorry." Lahar said sadly. "But it is not up to us to decide that. We must contact HQ now."

Despite those words, Doranbolt remembered the few days he spent spying on Fairy Tail. He remembered the guild's high spirit and joy. He remembered how strong the camaraderies they possess, even to distant members such as Mystogan as he saw from their memories. He remembered the determination the S-Class candidates showed just this day.

He remembered Kagura, the sweet girl who was willing to be his partner, and who faced off against Azuma to protect her new family.

 _Can I really condemn them to death..._

* * *

"A world of ultimate magic?" Loke asked in shock as Caprico stood above them.

"You want to kill everyone that can't use magic…" Cana said.

"That doesn't make sense!" Levy protested. "How does that help anyone?! It'll be Armageddon!"

"I must admit that even I am unaware of Master Hades' thoughts, but there is one man that will understand. Zeref, the abyss of magic, is here on this island. Once we acquire him, we shall kill all of you, then use him to make the world anew."

"You think that we would let you barge into our home like this," Lyon growled as he prepared a spell.

"What's the matter, ice mage?" Caprico asked. "Do you hate the man responsible for Ur's death?"

"How do you know that?" Levy questioned.

"The same way he would know that you're the granddaughter of Joeseph Mcgarden." Loke said sternly. "He knows of Team Unbound, because he was a member. Or rather, he was contracted to one of them."

"What are you talking about?" Cana asked.

"This is Capricorn, a Celestial Spirit just like me, who was contracted to Layla Heartfillia."

"What?!"

"A spirit?!" Lyon shouted. "Like you?!"

"And he's Lu-chan's mom's?!" Levy exclaimed.

 _Mom?_ Caprico thought in thought

"So he knows our predecessors." Lyon said. "Like that can give him an edge?"

"No, his real trump card is his magic, Human Subordination Magic.

"Human Subordination…?" Cana asked.

"An ancient and dark magic that can temporarily weaken human power, including their magic. But," Loke clothes then transformed to his normal suit. "It won't work on me."

"So you seek a duel, Leo?" Caprico questioned. "Then you are still a spirit, even here."

"They are six others just like him." Loke said as he adjusted his cuffs. "I take him down while you deal with the rest."

"You sure you can handle him?" Lyon asked.

"I'm sure."

"We'll leave to you then." The ice mage grabbed Levy by the wrist, then pulled her as Cana ran with them.

"Don't go dying like before, Loke!" Cana called out.

"We can't just leave him!" Levy protested as they left the ruins.

"Loke is a Fairy Tail wizard like the rest of us." Lyon said. "If he thinks he gots it, he'll win."

"Sides, we can get Lucy to bring him back like the last time he almost die." Cana joked morbidly, though there was worry in her voice.

"What did she say?" Caprico said.

"Regulus!" A bright light filled the ruin as Loke punched Caprico, sending him crashing into the wall.

"What did those girls spoke of, Loke?" Caprico growled as he landed on his hoofs, then leaped at the other spirit with a knee to the gut. "Do they refer to your master?"

"It's none of your business!" Loke gritted. "Just how long have you been here?"

"17 years in Earthland, only 68 days in our world."

"That's still too long!" Loke shouted as he pulled back. "Just who is your master?"

"I have no master," Caprico said as he traced a line of ruins into the air. "For I am the master of heroes. Open, gate of the Rubengard: Shan Jou Shin!"

Loke couldn't move in time as a man wielding a dragon-tipped spear appeared from the air and came at him, slashing at his abdelmonem.

"W-what was that?!"

"A young general named Shan Jou Shin," Caprico explained as the said man faded away. "who lead his forces to victory in the Rubengard civil war. He was reported MIA in public records, but in truth he is now my slaves."

"You kidnapped… a human?!"

"And I will do the same to your comrades, who you failed to protect when you choose to challenge me. This will include this girl Lucy, who I know is your mast-" He stopped. "Joseph's granddaughter. She referred to Lalya as your master's mother…"

 _Shit!_ Loke thought. _He figured it out..._

"If she is Lalya's child, she must die!" Caprico screamed. "Where is she?!"

"I don't know." Loke gritted as he braced for combat.

"Liar! Open, Gate of the Monk: Psyche!" A woman wearing red and yellow robes appeared. "Get the answers out of him!"

"Yes, my lord!" The woman charged at the Lion Spirit, but Loke dodged her attack and slammed his fist into her stomach, sending her to the ground.

"I will find her, and kill her!" Caprico then summoned five knights that charged straight at Loke. But Loke simply crossed his arms into an L and released a blast of light that send them back to which they came.

"According to Crux, you were last contracted to Lalya Heartfillia 20 years ago." Loke said. "I'm not sure what kind of deal you made with Lalya in the human world, but that means after her death, your contract would have changed to her daughter. Yet Lucy is unaware of this. What is going on, Capricorn?"

Caprico was silent for a few second before saying "Taboo," confusing Loke.

"Every magic, even Lost Magic, has rules that must never be broken. But I broke one of these rules, and now I'm stuck! Stuck in this body! I'm now a talking goat in a suit!"

"What are you talking about…"

"Now that I think of it, I've been starting to miss a human body." Caprico grinned maliciously as he extended his arms. "Human Subordination Magic: Huma-Raise!"

"Haven't you forgotten?" Loke questioned. "I'm a spirit. It won't work on me."

"Correction, it is only a taboo meant to prevent its use on non-humans. But by breaking the taboo…" He crossed his arms downward, and a dark spectre formed behind him as he smirked. "Will fuse with their targets…"

"You're actually…" Loke realized in anger. "A human that fused with Capricorn!"

"Yes!" The spectre shouted. "And now, Leo, your body is mine!"

"You bastard!' Loke charged at Caprico and hit the goat with Regulus. But the spectre separated from Caprico before that.

"Too late, Loke!" The spectre said from above him. "You're mine!" It dived at Loke and sunk its way into his body.

Caprico fell onto the ground as Loke stumbled after the attack. He was still for a few seconds before smirking viciously.

"Guah!" "Loke" winced. "Urgh, I-he shouldn't have wounded me like that. But at least it was worth it, with this humanoid form." He turned to the unconscious goat-man. "Thank you, you pile of mutton. A hit from Leo, no, me, will keep you down for a while. Once I kill his-my master Lucy…"

He paused "Why kill her? I've always been a bit interested in Team Unbound since Layla told me about them. And now the legacies of five of them, including that Lucy girl, are here! I can make them my slaves! The ice mage will make a perfect substitute for Ultear, and having the Titania under my heel." He licked his lips. "And the bluenette and brunette were quite fetching too. Oh, if Lucy is as beautiful as her mother…"

Suddenly, "Loke" stuffed to stillness. "Eh?" He couldn't move as a burst of light came through his chest.

"What the-" He turned his head and saw that Capricorn, now awake, had struck his fist into his back, right where the beam came from.

"Regulus has fully charged, Zoldeo." Capricorn said coldly to the lion spirit.

"T-that name… arghhh!" A loud scream pierced the air as the spectre, now becoming a man with a thick black afro, was thrown out of Loke's body.

"Capricorn…" Loke weakly smiled in relief

"Sorry for using a vulgar method, Leo-sama." The goat-spirit said as he helped his friend down.

"That's alright. It was the only way to get him out of body."

Their conversation was interrupted when Zoldeo came crashing down to the earth.

"Capricorn…" Zoldeo wheezed. "How can you move…"

"Just before you fused with Leo-sama, he gave me Regulus." The spirit explained.

"He," Zoldeo then noticed a ring on Capricorn's finger. "he transferred his magic with that punch!" Loke simply smirked at the man.

"You bastard!" Zoldeo screamed. But he smirked as he examined his body. "But, I'm back in my original form-" He paused when his hands started to turn into dust. "My body. What is this-" Zoldeo's body started to break apart. "Stop this!" He begged to the spirits. "I don't want to disappear! Ahhhhh!" He screamed until he vanished completly.

The two spirits remained there, silent until Loke asked. "How did he possess you?"

"It began twenty years ago." Capricorn spoke. "Lalya-sama became fatigued, and retired as a wizard. On the day that happened, myself, Aquarius-san, and Cancer-san, the three spirits contracted to her, were passed to new users, who were loyal and trusted servants of the Heartfillia estate. My key was handed to Zoldeo, who originally was loyal to her.

"But before I was handed, I made another pact with Lalya-sama. To guard the Heartfilia family for all eternity, to protect her descendents if they follow her path to spirits."

"Which means you now belong to Lucy." Loke said.

"That's correct. Zoldeo originally agreed to this, but he became swallowed by the darkness. He tried to use his Human Subordination magic on me, but in the process fused with me instead. He then ran off and eventually joined Grimoire Heart." He turned to Loke. "Tell me, is Lucy-sama a good master?"

His fellow spirit smiled fondly. "You bet. She cares and love for us deeply. She also got a big heart, saving me and Dragneel. I wouldn't be here without her

"I can tell that you and the others care for her just by how much passion you fought with."

"So you want to make a contract with her?"

"No." Capricorn said. When Loke looked at him in confusion, he smiled. "Because I am already contracted with her. I can finally serve my original master."

* * *

As Lucy carried the unconscious Natsu back to the camp, she noticed a glow from her keys. To her surprise, a new golden key was present among them.

 _Where did this one come from?_

* * *

"Nice to hear." Loke said, then frowned. "Hey, by the way. When Zoldeo was talking about Unbound's legacies, he mentioned Cana and some girl named Ultear. Know what that's about?"

"I'm afraid that's not my place to disclose."

"Of course. Anyway, think you can help me with something real quick…"

* * *

"You think Loke's doing well?" Cana asked.

"No idea." Lyon answered with a sigh.

"Pun pun." The three looked down and saw a snowman-like creature, shivering as it held a letter.

"Huh? Isn't that one of Lucy's spirits?"

"It's Plue." Levy answered. "But why does he have a letter?"

Plue handed the letter to Lyon. "For me?" Lyon said as he opened the letter while Plue vanished. "'Dear Lyon,' He read. "'Good news. I managed to win. Turns out Capricorn was possessed by a wizard named Zoldeo, but now he's free and able to join Lucy.'"

"Awesome!" Cana said. "Looks like we get a new teammate."

"And someone who knew Team Unbound too." Levy said. "Bet Gildarts will be happy to hear that."

"'However, I used up too much magic, so the two of us will have to return to the spirit world. So it looks like I can't be your partner." The paper shook in Lyon's hand. "'Sorry about that partner. From, Loke…"

"Oh yeah, he was in the human world using his own power." Cana said. "Looks like he just used the last of it."

"He's leaving!" Lyon shouted as he threw the letter. "He was suppose to be my partner!"

"Calm down, Lyon." Levy chided.

"I can't! Lucy's got another spirit, and I bet that either Gajeel or Elfman got some new power up at this rate! I need Loke by my side if I want to reach S-Class!"

At this Cana stiffened. _That's right, S-Class. I can't forget that, not even now…_

 **Ah man, what's Cana even up to? Well, you just have to wait to find out.**

 **And by the way, the final call for the poll for who Mira and Lyon will each fight is now. Poll ends August 18, so vote now if you haven't. And don't forget to review and favorite or follow if you enjoyed.**


	62. Iron Levy to the Rescue

***Enter a cold and empty studio***

 **Hello, everyone! I am back… for the three weeks of winter break. I figure this will be a good Christmas gift.**

 **So how was college, you did not ask. It was terrible. Made too many escapes with time management and did not get help when I really need it. Anywho, I want to thank the people who favorited and followed Alternate Tail in the four months I was gone. That includes jonesyboy456, stephanieeiche10, Fin-Fish Jun-Tenshi, 1maru-san, DaSilversceptile, JinxTitan, Bruce123, King of Fans, and Ruby-Rose117. To all new comers welcome.**

 **And I want to thank Fin-Fish Jun-Tenshi, stephanieiche10, clarelovesnalu415, phantomwolfblue, Circe, OneWhoCharms (By private message) and two guest for their words of support.**

* * *

 **Well, for this chapter I will have… Geez, everyone is still missing...**

 **Kain: Here I am!**

 **What are you doing here?!**

 **Kain: To do the disclaimer, duh! No wonder you're failing college.**

 **You're not one to talk! Ugh, just do it already.**

 **Kain: No problem! DigiXBot does not own Alternate Turkey.**

 **It's Tail, not Turkey!**

* * *

 **Iron Levy to the Rescue**

" _Yeah," Gajeel growled. "It's the masked guy from Galuna island!" He then ran straight in one direction. "He must have been working for Grimoire Heart the entire time…!"_

* * *

" _Calm down, Lyon." Levy chided._

" _I can't! Lucy's got another spirit, and I bet that either Gajeel or Elfman got some new power up at this rate! I need Loke by my side if I want to reach S-Class!"_

 _At this Cana stiffened._ That's right, S-Class. I can't forget that, not even now...

* * *

Lyon, Levy, and Cana continued to walk through the forest until Cana suddenly spoke. "I think we should split up."

"Huh?" Lyon rose an eyebrow in suspicion.

"We can find the Seven Kins faster that way."

"I'm not sure that's a good idea." Levy argued, fear traced in her tone.

"Don't worry, Levy." Cana smiled as she wrapped her arms around a startled Levy's waist. "I'll keep you safe."

"I thought you wanted to split up." Lyon stated.

"What's the matter?" Cana said. "You want to stay and help the two of us compare asses." She then slapped Levy's rear, receiving a high pitch squeal in response.

"Of course not!" Lyon shouted. Once he calmed down, he continued. "The other kins that Caprico/Zoldeo/whoever he was, mentioned are at the same level as he is. If they're anything like the Oracion Seis that means we can't just jump in by ourselves."

"Look, we both want to become S-Class, don't deny it. The faster we beat these punks, the faster we can get back to the Exam."

Lyon sighed. "I guess you have a point. Alright, you two stick together and head in that direction. I'll search over there." And with that he headed deeper into the woods.

"You sure he'll be alright?" Levy asked Cana.

"Lyon's a big boy, he can take care of himself. Now come on," Cana said as the two headed off in the opposite direction. "Let's show Grimoire Heart that they came at a bad time."

* * *

"Satan Soul: Beelzea!" Mira shouted as she transformed. "Darkness Stream!"

"Maguilty Sodom!" Merudy created several blue blades, then sent them flying through the air at Juvia.

"Water Slicer!" The young girl swiped her hand horizontally, and a wall of water blocked the attacks.

"Water control, huh?" Mira smirked as she flew up. "Two can play at that game." She spun rapidly, causing water to rise towards her and become a large vortex. It followed her as she flew to the Water Mage.

But Juvia's expression remain as still as a statue as she rose her hand, causing the vortex to collapse off Mira,

 _But how?_ The she-demon thought in shock.

"Water Nebula!" Juvia screamed, forcing two waves of water to rise and rotate in a helix pattern as they slammed into Mira, sending her flying back.

"Mira!" Merudy managed to catch her guildmate, but the force pushed them back into the water.

"I can't believe this." Merudy said as the two got up. "How can one girl be so strong? Even Pinyin wasn't that powerful."

"This girl is definitely one of those Seven Kins." Mira commented as she wiped the blood from her mouth.

"Juvia's mission is to eliminate her enemies." The water mage said. "You cannot win."

* * *

"The man who worked with Gray's group is here?" Lily asked as he and Gajeel raced through the forest.

"I recognized the perfume he used back on Galuna." Gajeel replied. "He told me he wanted Fullbuster to fail so he can get it for himself."

"First Deliora, then the Tower of Heaven, and now, if what Kagura, Carla, and Happy said is true, Zeref himself." The Exceed scowled. "It's clear that Grimoire Heart has strong obsession over the Black Wizard."

"Ugh, they couldn't just build a shrine for him." Gajeel groaned. "And somewhere other than he-" He stopped when he slipped on a large leaf and fell down a hill while screaming.

"A leaf of all things." Lily muttered as he flew after his partner.

"Oohhh." Gajeel moaned as he got off the ground. "What the-" He paused as he saw that lying against the tree was the black haired boy he encountered earlier.

"That guy again…" He was so shocked that he did not see the ground beneath him shake.

"Gajeel, beneath you" He heard Lily shout. He looked down, and seeing the situation he quickly jumped away just as a sampling came out then grew taller and wider until it was a fully-grown tree.

"What the hell happened?!"

"A tree sapling was there." He heard a woman's voice. "And now it has reached its future, thanks to me." He looked up and saw Ultear on one of the branches "I wonder where your future leads, Gajeel Redfox."

Gajeel growled. "Your scent… just like the man from Galuna?"

"Are you sure, Gajeel?" Lily said as he landed next to him. He couldn't help but notice the woman looked oddly familiar. _I never meet her counterpart from Edolas. So who does she remind me of…_

"Answers pretty clear." He pointed at the woman. "That guy must a perverted cross-dresser!"

"Technically, that was just disguised. This is my true form."

"Alright, I'll take the politically correct route for now." Gajeel mumbled.

The time mage ignored his comment. "My true role is the leader of the Seven Kins of Purgatory. I am Ultear Milkovich."

She was surprised to see pure anger etched on both of them. "Ultear?" Lily growled.

"You're the woman that made Thunderhead bat-shit crazy years ago!" Gajeel accused.

"How did you-"

"You're buddy Midnight told us loud and clear.

Ultear frowned. "I should have never told him. That was a mistake I won't be making twice. Of course, it was fun playing with Laxus. He actually thought he could bring back Zeref." She laid her hands towards the boy sleeping on the ground.

"That's Zeref?!" Gajeel shouted. "He's suppose to be dead!"

"He was never dead. He was only asleep, and now I'm going to wake him up."

"Look here, Milkovich. You just told me the little cry baby there is the dark wizard responsible for all the shit we've been through. So what makes you think I'll just stand here and let him start that again?"

"Ultear…" Lily muttered to himself. "Ul...Tear. Ul… Wait." He glimpse at her and gasped. "Gajeel, she looks just like Ur, Lyon's teacher."

"Eh?" Unbeknownst to them, irritation flashed on the time mage's face. "Oh yeah, just like in the picture the old timer had. Think they're rela-" He couldn't finish as a crystal sphere slammed into his gut forcing him onto his knees.

"I was going to toy with you," Ultear said coldly. "But mentioning _her_ has guaranteed your death." She send the sphere at him again.

"Shit!" Gajeel cursed as he struggled to get up. But before it could hit him, Lily slashed it with his sword, breaking it into pieces.

"That's it?" Lily questioned. But to his shock, the pieces came together and became whole.

"Trust me when I say I am more powerful than anyone you have face. Erigor, Laxus, Cobra, Zero. Even my mother pales in comparison to my strength."

"Mother?"

"Be ready!" Gajeel shouted as the two stood back to back. "It's gonna come at an angle!"

"Which angle?!"

"Every angle!" As he said this multiple versions of the sphere appeared in the air, then dived at them.

"Each sphere is its potential future." Ultear said as the two attacked each incoming attack. "An infinite amount with their own probability. And with a single thought, I can send them all towards you."

"Why can't Ice Prick have any normal relatives?!" Gajeel gritted. Despite their efforts, Gajeel and Lily soon suffered hits from the spheres, and started to weaken.

"You didn't even taste a half of my power on Galuna, Black Steel. Now you will die from my true strength."

* * *

Where the base camp once was now a massive crater. So Natsu and Erza, both unconconscious, laid on a bed of flowers nearby.

"Both are still breathing, so they're alright." Lucy said sadly. "Natsu barely beat those two. And now Erza…" The fact that one of Fairy Tail's strongest was now defeated terrified her deeply.

"It's my fault." Lisanna said tearfully, kneeling next to the fallen knight. "She lost just to save me. It's my…"

"It's no one's fault." They turn around and saw Elfman walking over carrying Evergreen in his arms. But she was barely conscious, and both were covered in a series of burns and their clothes singed, while Elfman had a stone shrapnel piercing through his shoulder, already spilling blood.

"Elf-nii-chan!" Lisanna shouted in shock of the two's injuries.

"They're strong…" Elfman said. "It hurts to say it, but that's the truth. Dammit, there's nothing we can do! I couldn't keep my partner safe, I couldn't be here to protect my little sis. I'm pathetic…"

The two Strauss's remain tearfully silent while Lucy remained silent. But then the Celestial mage stood up.

"We have to unite." Lucy said sternly.

"Lu-chan…"

"The exam caused us to be divided. It was meant to be temporary, but we stilled focused on ourselves rather than our comrades. That left us vulnerable for our enemy. But… we can't stay like that!

"Our enemies are powerful! So Fairy Tail, all of us, have to come together, unite our strength, and win back our sacred land!

"So everyone out there… please… come together!"

* * *

"Hey Levy." Cana said suddenly.

"What is it, Cana?" Levy replied.

"So where is Mavis's grave?"

"Is this really a good time?"

"You said earlier you know where it is. I know a lot has happened, but it's still on my mind."

"I guess that makes sense. Truthfully, it's still a hypothesis." She picked up a stick and began sketching into the dirt. "First, the word grave made me think of several things. 'Death,' 'sleep,' 'dirt,' 'rock,' 'star,' and 'end.'" She drew each word into the dirt. "But none of them are about six letters."

"Hold on!" Cana shouted suddenly. "Why six letters?!"

Levy took no notice of her partner's tone as she continued. "It's because of the time limit master gave us. Six hours to find it. It took me a while, but I found a word that fit both requirements:" She sketched a final word into the earth. "'demise.' It relates to graves, and it has six letters.

"But what's most interesting is that demise has two of the same letters…"

"The letter E." Cana finished suddenly.

"That's right. Remember how the first trial have paths with their own letter. There was a path E…" Levy could not finish as drowsiness suddenly consumed her, then she collapse onto the ground.

"Thanks Levy." Cana said, holding a card with the title 'sleep.' She then placed the card back into her satchel, then dragged the sleeping Levy and laid her next to a bush, before running towards one direction. "And sorry…"

Levy remained there, asleep and unaware of what was happening. She did not wake up as the earth suddenly shock from massive footsteps, as out from the floriage came a pale-skinned giant.

"What do we have here?" Kain said as he saw the resting girl. "Is it nap time already? Never mind," He balanced himself onto one foot as he held the other above Levy. "Time… to… die…"

Levy suddenly woke up, and screamed as she rolled away before Kain's foot landed and broke the earth instead.

"What's happening?!" She shouted after getting off the ground. "Who are you?!" _Don't tell me he's one of the Seven Kins!_ But she then noticed that ignoring the man in front of her, she was alone. "Huh?! Where's Cana! What did you do to her?!" She yelled at Kain.

"I dunno." Kain said. "Taking a leak?"

"Is she safe?! What happened to her?!"

"I'm telling you I don't know. But it doesn't matter, girlie," His voice entered a cold tone. "cause you're going to die, right here."

 _When did Cana and I get separated?_ Levy thought as she got up. _Wait a minute, why was I even sleeping? Never mind that._ She saw that Kain was stretching his arms. _I have no idea what's happening, but I need to take down this guy fast before finding Cana._

As she turned to glare at Kain, she was surprised to see him hiding behind a tree.

"Y-y-you think that looking at me like that will scare me? I-i-i am Kain Hikaru, one of the Seven Kins of Grimoire Heart! I'm really strong, you know!"

"It doesn't matter how strong you are." Levy said. "I'll take on anyone that attacks our guild! Bring it on!"

"Wait a second, please!" Kain shouted. "My head feels really itchy right now." He then scratched his hair. "Oh, there it is."

"Is this really the time?" Levy sweatdropped. Kain suddenly pointed at her. "Okay, that's just rude."

"Alright, the pants are off now!" Kain reached for behind his cape. "Time for you to learn about the power of my magic, the Ushi no Koko Mari!"

"'Curse of vengeance?'" Levy asked fearfully . But to her surprise, he pulled out a small, brown felt doll with a kanji on its forehead.

"Now… give me some of your hair!" Kain demanded. He then blinked. "Please?"

"Huh?!"

"The Ushi no Koko Mari needs your hair in order to work." He explained slowly, as if to a child .

"No way!" Levy protested.

"If I put some of your hair on Mister Cursey here," He emphasise the doll in his hand. "I'll be able to control your body's movement. That's how my curse magic works, duh!"

"Hearing that won't make me give you my hair!" Levy shouted. When Kain pointed at her as his jaw dropped, she shouted "You realized that just now!"

"I know what the problem is, you're a sceptic!"

"Actually, I know of similar magic…"

"Then here's a demonstration!" Kain pulled a strand of his hair from his head, then inserted it into the scalp of Mister Cursey. "Alrighty then, Mister Cursey has one of my own hairs. So, you can try Mister Cursey on me!" He held the doll towards Levy. She grabbed it with an unimpressed expression, then slammed it into the ground head first, causing Kain to rise and hit the ground in the same way.

"Wow, it really does work." Levy said, now intrigued.

"You bet," Kain said cheerfully. "So just give it back with one of your hairs and I can-" He stopped as he was suddenly thrust into the air upside down, then his legs stretched apart.

"So it only needs the target's hair to work." Levy said as she stretched the legs of the doll.

"Hey, cut it out!" Kain in pain as he felt his legs were about to be ripped off.

"Kinda like Merudy's Sensory Link. But it didn't enchant me as far as I know." She bent it backwards.

"Ow, ow, ow!" Kain screamed as he folded in the same direction. "My back will be aching for weeks!"

"Though really, it seems more related to Sherry's doll magic, though a bit more work required." She tossed it up and down in her hand, and Kain mimics its movements to a T, crashing into the earth at each fall. "Lost magic is quite the oddity."

"That's enough!" As soon as Levy stopped moving the doll, he snatched it from her hand and moved back. "You pissed me off, little miss smarty pants! You won't even get a chance to go on a date with me!"

"Why on Earth would I even want that?!" She shouted as she nervously took a step back.

"You're about to learn how cruel and mean I can be! Here comes the Kain Pain Train!" He charged straight at Levy like a speeding train, forcing her to away at max speed. "Cho Cho!"

"I can learn about it later!" Levy shouted as she stopped and turn around. "Solid Script: Rock!" A word made from stone flew at Kain, but he shouted "Dodoskoi," shattering it with his palm.

"No way…" Levy gasped.

"Wait right there!" Kain shouted as he charged once more at her.

"How is this guy stronger and faster without magic?!" Levy screamed as she tried to get some distance. "Solid Script: Swarm!" Another word was created and sent at Kain as a massive swarm of insects, pincers ready to bit at his skin.

"Dadasu Turn!" He shouted as he rose up his leg, then kicked at the swarm while it glowed, sending dead insects back at Levy. "Man, this island has lousy mosquitoes!"

"Huh? Argh!" She screamed as her body were pelted by the recoiled bugs before they faded away. "Ugh, Dammit! Holy Scrioptúr..."

"Dodoskoi!" Kain ran towards her with his palm out.

"Etilt!" Writing the runes on her chest, she activated her wings and flew up before Kain could reach her.

"Huh, you have wings and can fly!" Kain shouted in amazement. "Like a tasty wild turkey!" Saliva drooled from his mouth at the thought.

"That's too creepy!" Levy screamed. "Solid Script: Inferno!" Sending the word consisting of blue fire at him, she expected the dark mage to be burned alive. But instead he remained unharmed. "Huh?!"

"Concrete's really hard to burn." Kain said as he held out Mister Cursey, which looked more hardened and stiff.

 _Even with Holy Scrioptúr it wasn't enough!_ Levy thought in shock. "How are you doing that?!"

"That's the power of the Ushi no Koko Mari. The attributes I give Mister Cursey can be applied to me."

"Then take this! Solid Script: Shatter!"

"Mister Cursey, Air mode!" His body suddenly became transparent, and the word harmlessly passed through him and broke the ground behind him.

 _No way!_ Levy thought. _What kind of magic is that?!_

"Now let's add some light!" At Kain's declaration, both he and Mister Cursey released an immense glow. "Shining Dadasu!" With a trust of his palm, the Grimoire Heart wizard sent a blast of light, shooting down the letter mage before she could

"Ahhh!" She screamed as she fell towards the trees below. "Holy Scrioptúr: Bogha!" Her wings broke back into runes and travelled to her arm as she fell into the tree.

"Well, that's done." Kain whipped his hands as he walked over to the tree where Levy fell. But he was caught off guard when he was hit by a "lightning," causing him to spaz out of control.

"Huh?!" He then saw Levy leaping out of the tree and flying over him, with her bow-arm activated, her hair messy and filled with leaves. "Solid Script: Fire!" She then used her altered limb to fire the word at him.

"Hardened Fist!" Kain held out his palm flat against the word, and held tight onto the "f". "My turn!" He grabbed onto a nearby tree and ripped it straight out of the ground, then smashed the "fire" into the bark, setting it ablaze before throwing it towards Levy.

She tried to run as fast as possible, but the rolling log crashed into her and send her flying down a gulch, with the enchantment on her arm faded.

"Time for the big finish!" Kain shouted. "Mister Cursey, Cotton!" He felt his body becoming as light as air as he leaped into the sky. Spotting Levy rolling down below him he shouted "Iron!" and dove right towards her.

* * *

"Argh!" Lily gritted as five crystal ball pushed him back before breaking apart. "Dammit," He gritted as he gripped even tighter on his sword. "She's too, powerful!"

"She wasn't like this on Galuna!" Gajeel growled as he rubbed his arm, where a bruise was present, after breaking apart four more.

"Like I told you, I only used half my power." Ultear explained. "Prepare to fall."

"As if, Iron Dragon's-"

"Ahhh!" Both Lily and Ultear were distracted when they saw Levy rolling down the hill behind them and landing right in front of the distracted Dragon Slayer.

"Levy?" Lily asked. But he didn't ask as he heard a large bellow from above.

"Last stop for the Kain Train!" A massive blob of gray flesh was falling straight towards them when-

"Club!" Gajeel roared as he unleashed his attack, only for it to collide into Kain and sent the Grimoire wizard flying,

"What the-" Gajeel gapped at the sight of Kain crashing into the trees as he pulled back his club

"Thanks." He looked down and saw Levy panting as she got up, her damaged clothes evidence of her recent fight.

"Shrimp? What the hell are ya doing here?"

"Having girl trouble, Kain?" Ultear asked her guildmate, leaping from the tree branch.

"Yeah," Kain groaned back as he rubbed his head. "She's just playing hard to get."

"This man from Grimoire Heart?" Lily asked Levy.

"Yeah, he's been chasing me for a while."

"You got lucky," Gajeel grunted. "We had to deal with Ice Prick's cross-dressing brother."

"Sounds like a hand-" Levy paused, then turned to the slayer in confusion. "Wait? Lyon's _cross-dressing brother_?"

"Don't ask." Lily sighed in exasperation.

"Wait a minute!" Kain shouted. "She's actually a he! I had a crush on her!"

"First off, ew!" Ultear snarled at him. "And second, I am a woman, that man-" She pointed to Gajeel. "Is a complete moron!"

"Oi!" Said Dragon Slayer shouted. "Don't think I'm done with you, and your fat friend!"

"He's powerful, Gajeel." Levy warned. "Don't underestimate him."

"That woman, Ultear, is also dangerous." Lily said. "The two of us could barely beat her."

"In that case, we'll be needing you." Gajeel said to Levy with a smirk. "With these clowns we can't focus on the exam. All of us together…"

"And we can end this fast." Levy smiled. "This feels nostalgic."

"Like the day we meet," Lily added as he summoned his stave. "In Hargeon."

"But," Gajeel finished as iron scales emerged on his body. "We're a hell of a lot stronger since then."

Gajeel and Levy both hive-fived and shouted "Let's do this!"

"They're getting hot and flirty now!" Kain growled as he bit down on his cape. "I won't forgive them! I'll beat them and eat their pet bear too!"

"Bear?" Lily echoed with a sweatdrop.

"Kain," Ultear said. "We have to beat them fast. I need to deliver Zeref to Master Hades."

"You found him?!" Kain asked cheerfully, clapping his hands.

"They have Zeref?!" Levy shouted, panic building up inside her. "Gajeel, Lily, we can't let them keep Zeref!"

"We realize that…" Lily responded.

"You don't understand! Billions will die!"

"Then what are we waiting for!" Gajeel launched straight towards their opponents.

But Kain quickly got into his path. "Dodosukoi!" A trust of his palm forced Gajeel back, with small cracks forming on his armor.

As this happened, Ultear headed over to the unconscious Zeref. "We must go now, Black Warlock."

"Don't even think about it!" She frowned as she turned and saw Levy standing behind her. "Holy Scrioptúr: Bogha! Solid Script: Shatter!" The letter mage's arm transformed once more, as she fired the new word at Ultear.

 _Holy Scrioptúr ?!_ Ultear grabbed Zeref and moved out of the attack's path. _To think that four Lost Magic would face off in one place._

"Two Layered Magic Circle:" She then saw Lily above her with two magic circles floating by him. "Blitzheart!" As lightning came down at her, Ultear pulled out her crystal ball and used it to absorb the attack, causing it to shatter.

 _Well that one is unfamiliar_

"We won't let you leave with him!" Levy shouted.

"That is not your choice." Ultear said as the ball reformed in her palm.

"Be careful!" Lily warned as he landed next to his guildmates. "She can unleash multiple versions of that ball!"

It was too late as various copies of the crystal appeared around them.

"Solid Script: Block!"

"Three Layered Magic Circle: Mirror Water!" Both spells did their best to block the incoming projectiles.

 _Don't have…_ Lily thought as shorts of breathes escaped him. _enough time… for this form…_

When the spheres stop coming, Ultear leaped over time, right above Levy's head.

She smiled as she landed gracefully in front of them. "Too slow." She taunted, then turned to Kain, who was holding out against Gajeel. "Kain, let's show them the true wrath of the Seven Kins." She then rushed towards him

"You got it!" Kain shouted as he grabbed the incoming Gajeel and pushed him aside before charging right past Ultear.

"Get back here, fatso!" Gajeel shouted, but raised his arm to block a strong kick from a smirking Ultear.

"Time for Kain's big debut!" The heavyweight wizard charged straight towards them, only to stop in order to catch Lily's sword.

"Levy…" The Exceed gritted as he pushed against his opponent. "Grab Zeref and get out of here."

"What about-"

"You said they can't get him, remember!" Levy nodded and ran towards the Black Wizard.

"Not… so…" Kain gritted as he slowly moved one hand to his waist, laying his fingers around Mister Cursey-

And suddenly Levy stopped moving. "What the-"

"Surprise!" Kain pulled Mister Cursey backwards, causing Levy to move away from Zeref and crash into Lily, forcing him to relent his attack.

"What's gotten into you?" Lily questioned.

"My body just-" She couldn't continue as her arm swung at Lily, who only escaped with a graze on his chest from the tip of the bow-structure.

"That's it," Kain smirked as he moved the limbs of his doll, whom Levy mimicked perfectly against her will. "That's why you don't use bones as weapons."

"What are ya doing, Shrimp?!" Gajeel shouted as he tried to land a fist on Ultear.

"She can't help it," Ultear said smugly him. "Her body now follows Kain's orders."

* * *

 _As she flew over Levy, Ultear used her nail to cut a strand of Levy's blue locks, and held it between her fingers as she landed._

* * *

 _While running past Kain, she sticked the single strand of blue hair into Mister Cursey's head._

* * *

"Damn bitch!" Gajeel shouted as his increased fury fueled his attacks, yet Ultear still managed to counter him. "What did he do to her?!"

Meanwhile, Levy struggled to stop her body as it swung at Lily relentlessly, who used the Musica Sword to block each strike, but was still pushed back.

 _Have to stop this!_ Focusing her power, Levy caused the transformation on her arm to break apart into blue runes before fading away. Yet this did not

 _Just like me on Galuna, Levy has no control of her body._ Lily thought through the struggle. _Even if I wanted to knock her out, it wouldn't free her body._ He froze as saw steam coming from his own body. _Not now…_

"Geronimo!" It was too late to look up as Kain landed onto him and slammed his head straight into the ground.

"Lily!" Levy cried, her body frozen stiff by Kain's grasp on Mister Cursey.

"No!" Gajeel roared in anger at the sight.

Kain removed his palm and saw Lily was barely conscious and in his smaller state. "Ah, now there's less meat." He whined.

"Get away from him!" Kain turned and smiled when he saw Gajeel charging towards him.

 _Now Ultear will be free to take Zeref._ "Time for an experiment!" He trusted his doll forward and sent Levy charging towards the Dragon Slayer. "How long your friend will last against you?"

"Look out Gajeel!" Levy shouted.

"Right!" Gajeel leaped over his incoming teammate, managing to even land his hand on her rear.

 _Gajeel…_ Internally, Levy was fuming as her face flushed from the contact.

"Iron Dragon's…" The Dragon Slayer began to build up the iron in his mouth.

"What happens if I do this?" Kain said as he lifted one of Mister Cursey's legs backward, causing Levy to kick Gajeel.

"Ow!"

"Sorry!" Levy said. _Though you deserve that a bit._ She didn't say as her body continued to attack Gajeel.

"This is getting old!" Gajeel moved away from Levy, then grabbed her from behind and held out her arms. But her body struggled to break free from her grasp. "Is his magic making you stronger too?"

"He can change the doll's property." Levy gritted. "He could be doing the same to me."

"Hey, do you two have no shame!" Kain shouted at them. "I'm trying to do an experiment like miss Smarty Pants did to me, and you two are acting all lovey-dovey like you're all alone!"

"We are not lovey-dovey!" Both Fairies shouted back.

"Fine, be in denial! Mister Cursey and I will-" His jaw then dropped when he saw that his doll was missing. "Mister Cursey?!"

"Looking for this?" Everyone looked up and saw Lily flying above with the doll in his paws.

"Nice work, Lily!" Gajeel smirked.

"Are you alright?" Levy asked.

"Just my pride was hurt." Lily said. But he didn't finish when Kain's palm collided into him.

"Give that back, ya dumb bear!" Kain shouted as his attack sent Lily flying into a nearby tree and send the doll into the air. But before Kain could grab it, it was snatched from the air by Gajeel.

"He's an Exceed dumbass," Gajeel smirked. "And you're-" He lifted his leg as it transformed into Iron Dragon's Sword and swung it towards the dark wizard. "Dead meat!"

(His movement with the doll caused Levy to move helplessly upside down)

But Kain easily ducked from the attack, then gave a headbutt that unbalanced the slayer. "Dodosuko!" With another palm thrust, Kain sent Gajeel crashing into a cliff, breaking it apart and causing Gajeel to be buried under tons of rock.

"Gajeel!" Levy shouted as she got up from the ground and ran towards him.

"Fuck!" Gajeel cursed as he tried to push himself free from the boulders. "I can't get free!"

"Hang on!" Levy said as she made the necessary hand gestures. "Solid Script: Shatter!" But she frowned when she felt no magic emerging from her hands. _Not now… I can't run out of magic power now…_

She then felt a familiar and foreboding presence behind her, but was unable to move as Kain brought his hand down on her. "Kyaaa!" Levy screamed as she slammed into the earth.

"Shrimp!" Gajeel screamed, struggling to get out from his entrapment. _I can't leave her like this!_

"You just stay there," Kain said to him. "Once I'm done with this cutie, I'll have my course of pain with you."

"Urghh…" Gajeel heard Levy groan.

"Get out of here, Shrimp!" Gajeel shouted at her. "That fat bastard's too tough! I can get out somehow. Just get out of here!"

"I won't." Levy gritted, startling him.

Levy then screamed as Kain kicked her in the stomach, blood being spat out into the ground. She then felt the dark wizard lift her up by her hair.

"Levy…" She heard Gajeel beg.

Against her pain she smiled. "I won't run away Gajeel. I stopped doing that a long time ago. I won't abandon you, or Lily, or any of my guildmates.

"As long as I'm with you," Her eyes filed with tears from the pain she tried to hold back. "I'll be fine."

"Not as smart as you think you are." Kain said coldly. "But now you'll learn," He grasped tightly on her skull, releasing a great scream from her. "How cruel I can be."

"LEVY!" Gajeel roared in agony, moving erratically in a futile attempt to escape. But in his movement, he spotted a sign of hope.

Meanwhile, Kain continued to increase the pressure onto Levy's head. "Let's see how tough your big head is." But he stopped when he saw her legs beginning to rise.

"Huh?" He didn't get a second to comprehend as they then strike him in the face, forcing him to release Levy

The Letter Mage was also confused on what happened. "My bodies moving on its own? But that means-" She turned her head, and was horrified to see Gajeel holding Mister Cursey in the position she was in right now.

"Ghi hi!" Gajeel laughed as he adjusted the doll to a punch position. "My turn! Right Punch"

"Ah!" Levy screamed as her arm punched Kain at the jaw.

"Dodge!"

"My body has limits, you know!" She protested as her body was bent forward, avoiding a strike from Kain's palm.

"Ghi hi hi! I can make you do whatever I think! Here comes Super Shrimp to victory!" He then let Levy rest on the ground with her arms in the sky as Kain moved around in a dizzy state.

"You know, you might be right." Levy smiled. "We might actually win."

"Hey Shrimp," She heard Gajeel ask. "Didn't ya say the doll can change forms?"

She paled as she realized what she meant. "Don't you dare-"

"Iron Dragon's Hard Fist!" The doll's left arm changed into metal, and Levy screamed as her arm transformed into iron

"What did you do to me?!" She shouted at him.

"Don't worry about it. I do this all the time." Gajeel then spotted Lily getting of the tree. "Hey Lily, catch!" He tossed Mister Cursey to the Exceed, who easily caught it.

"Ya thinking what I'm thinking?" Gajeel asked with a smirk.

Lily smirked back in response as he spotted the changed Levy. "Quite clear to me."

"Hold on…" Levy begged.

"No time!" Lily said as he flew up, causing Levy to fly up as well.

"Just think of it as how you fly normally!" Lily replied, then dived straight towards Kain.

"Right!" Levy shouted back despite her fear, as her body transformed completely to iron.

"What's happening?!" Kain shouted in panic, knowing that Levy's path was towards him.

"Iron Dragon Magic..." Gajeel said.

"Plus Aera…" Lily added.

"Plus Ushi no Koko Mari…" Levy said with a smile, the sunset glistening off her iron skin. "Equals…"

"IRON LEVY!" 353 kilograms of iron, moving at 15 meters a second, collided into Kain's face in under a second. That much force sent him flying 20 feet before he landed on the ground.

"Do… do… su...koooo…" Kain groaned, falling to unconsciousness.

"Alright!" Levy smiled as her body returned to its normal composition. "It worked!"

"Am I a genius or what?" Gajeel boasted.

"Another member of the Kins is now defeated." Lily smiled in relief, placing the doll down. "Now for you." He and Levy walked over to Gajeel, grabbed him by his arms, and pulled with all their might. But it did not even budge the Dragon Slayer free.

"Pull harder!" Gajeel growled.

"We are." Levy gritted back.

"With all three of us out of magic, this task is near impossible!" Lily added in frustration.

"Hey, I still got plenty of magic." Gajeel shouted.

Both Levy and Lily stopped pulling. "Well, what's keeping you from breaking out with your iron magic?" Levy questioned.

The Dragon Slayer blinked. "Heh, guess I could have done that." His teammates suppressed the urge to facepalm as he activate his Iron Scale state.

* * *

"Cana has a disturbed sense of humor." Lyon muttered as he wandered through the forest. "I wish I had something to drink."

He then stopped in contemplation. "Actually, now that I think about it, Cana hasn't had a drink since arriving on Tenrou Island. Is it possible she's sober now?"

He groaned. "I can't focus on that now. Too many variables. First Loke left, then Cana and Levy ditched me. And worst off all, the Seven Kins are out there and I don't know where Merudy is?! She could be in danger!"

* * *

" _Dammit!" Merudy cursed as she stood surrounded by hundreds of Grimoire Heart wizards. Her blood-stained clothes were shredded, and a fresh cut was bleeding on her forehead._

" _End of the line, Fairy."_

 _Merudy scowled as she summoned dozens of Maguilty Sodom's around her, ready to die in combat._

" _Ice Make: Snow Tiger!" But at that moment, a massive ice beast stampeded through the army, taking out dozens at once._

 _Merudy smiled as she saw who was sitting on the tiger. "Lyon-kun."_

 _Lyon, with a smile that came from a bishounen protagonist, leaped off his noble steed and landed proudly next to her._

" _My dear Merudy-chan, I have arrived to rescue you."_

" _Let us combine our power against our foes." Lyon wrapped one arm around her waist, and hers around his shoulder, as they aimed their entwined hand against the enemy._

" _Unison Raid!" Their combined magic easily annihilated the army._

* * *

"Grrr!" Lyon growled as he grasped his skull. "I have to focus! If I don't locate and defeat any of the Seven Kins, everyone will be in danger, including Merudy. I'll have to pray she'll be alright."

He then heard the nearby brushes shake, and spotted a figure walking by. _Never seen him before._ He thought as he hid himself from the view of the violet-clad man. _Must be one of them._

He continued to follow him, rights towards a small clearing with a hill in the center.

 _Alright._ Lyon thought as he watched the man, who held his back to him, from meters away. _If he's as strong as Zoldeo, I can't face him without a plan. Going to need my strongest ice beast-_

"Was there any trouble, Rustyrose." Lyon froze as he heard a voice coming past his target.

Said target smiled as a green-clad man came from the foliage in front of him. "Ah, Azuma, right on time."

 _Oh, shit!_

 **Well, looks like Lyon is way over his head.**

 **Erza: It seems you are taking the Lyon vs Azuma fight.**

 **That's correct.**

 **Gray: Well, that leaves Ultear with…**

 **Mira: Ara, this will be a fun fight.**

 **Kain: What about my fight?**

 **Mira: Oh, it was very nice.**

 **Kain: Really!**

 **Mira: That's right. Iron Levy is definitely going into my Gale scrapbook!**

 **Kain: Don't play hard to get!**

 **Bro, she ain't playin'. Anyway, don't forget to review, and follow and favorite if you enjoyed this piece. See you next week.**


	63. A Storm of Rage

**Hey everybody. Welcome back to Alternate Tail. First off, thanks to Fin-Fish Jun-Tenshi, Ray Akaba 210, Dravice2025, Kevin Boisjoly, OneWhoCharms, Fenghuang0296, stephanieeiche10, Balto1, and Circe for their reviews that really welcomed me back. And second, I want to thank PokemonJoe1, master1941, ligersrcool, and bookslover1994 for following and favoriting me.**

* * *

 **Now for the disclaimer.**

 **Merudy: Right. DigiXBot does not own Fairy Tail.**

 **Lisanna: All rights belong to Hiro Mashima.**

* * *

 **A Storm of Rage**

Alright _. Lyon thought as he watched the man, who held his back to him, from meters away._ If he's as strong as Zoldeo, I can't face him without a plan. Going to need my strongest ice beast-

" _Was there any trouble, Rustyrose." Lyon froze as he heard a voice coming past his target._

 _Said target smiled as a green-clad man came from the foliage in front of him. "Ah, Azuma, right on time."_

Oh, shit!

* * *

"A flower," Rustyrose said as held a white flower in his palm. "Such as amazing design of Mother Gaea. Capable of drawing all the beast, birds, and insects. Just imagine what it appears to be in the eyes of a honey bee. Or that of a hummingbird."

"Do not make such ridiculous statements." Azuma drawled. "A flower is only meant to lure gluttonous animals and use them to carry their DNA fragments to another flower in exchange for nectar. Such is the will of the Green."

Rustyrose sighed dramatically. "Leave it to you to take away the art and leave only the inhuman knowledge, Azuma. I bet you acted the same exterminating your fairies. At least my fight was entertaining, defeating the beast and the fairy." He laughed as he placed a fist over his heart. "The fall of two lovers, trapped in the Tower of Dinger. But my heart did not twist even once with excitement" He smirked at Azuma. "At least the fact you are so torn up by such weaklings is amusing."

"Do not be so quick to dismiss them." Azuma said. "While Archenemy's wielder proved to be nothing more that the child she is, the guild had some warriors amongst their ranks. I easily felt the immense strength the Titania possessed. If it wasn't for her foolish honor in saving the white-haired girl I held hostage, the battle would have fruited to true victory.

"And yet, it was that desire to save that comrade that gave her determination in the match. That is what Fairy Tail's strength is defined by, not by raw power, but by bonds between guild mates."

"I'll just have to test those bonds when I destroy them." Rustyrose said. "The location you gave me is correct?"

"With the Titania injured now, it is unlikely they would move from their camp."

"Good then. It is time the King of the Underworld finish the last of the fairies, their weak and wounded."

"I'll make sure that the task becomes quick for you and the others." Azuma added as he turned around and began to walk off.

"You're heading to that overgrown tree then. To be honest, I am not sure why Master Hades instructed you to go there."

"It is because-" Azuma froze as he gazed at a tree behind his comrade. He then snapped his finger, and the bark on that tree engulfed in flames, the white birds on its branches flying off in panic.

"What was that for?" Rustyrose asked.

"Just a feeling."

"It's only a bunch of parrots. This Garden of Eden is full of them."

Azuma only scowled. "Perhaps."

* * *

Meanwhile, one of the parrots separated from the flock. As it descended into the forest, the fading sunlight reflected off it like light off of glacier. The parrot then landed on the outstretched arm of a familiar ice mage.

"Good work." Lyon said to his ice creation, partially damaged from Azuma's fire. "Repeat."

The ice-parrot squawked before speaking. "Defeating the beast and fairy… Archenemy's wielder… nothing but a child… strength of the Titania… white-haired girl… hostage... a true victory… finish the last of the fairies… make sure that the task becomes quick… heading to that overgrown tree…"

Lyon sighed as he took in the message. _Elfman. Evergreen. Kagure. Erza. And either Lisanna or Mira. Either way,_ he clenched his fist. _so many of us have been defeated. And they're going to finish us off at the base camp while we're weakened. I need to go there._

 _But one of them said that he'll make beating us quick. And the other mentioned him heading to 'an overgrown tree.'_ He looked ahead and saw the massive tree that towered over Tenrou Island. _But why that tree? Sure it stands out, but still…_

 _So what now? The others at the camp will need me. But if what they said is true, any help I give would be useless on what the plant wizard is planning._

Lyon was silent for a few second before placing a hand on the ice-parrot. It chirped as the damaged sections became replaced, restoring it to wholeness. "I have a message for you. An enemy will attack at the base camp soon. The same man that beat Elfman and Evergreen. Be ready for anything." He paused. "Repeat."

The parrot repeated his message with perfect accuracy. _Good, it won't last long on the way. Need it to be as understandable as possible when heard._

"I need you to fly to the main camp." He recalled the location of the camp that Makarov told him and the others before the Second Exam. "Repeat the message to anyone of the Fairy Tail guild on the way and at the camp."

The parrot squawked on acknowledgement and flew off. _I just have to hope it reaches them time, and gets the help they need on the way._ Lyon thought, before running to the center of the island, where its largest tree and one of Grimoire Heart's strongest await.

* * *

"Looks like they have Zeref now." Levy said after she and the others arrived to where Zeref was lying.

"Ultear must have taken him while we were fighting Kain." Lily noted.

Gajeel sniffed the air before growling. "Don't even got a scent on either of them. He probably used his time magic to make it fade or something."

"Can you track down Cana?" Levy asked him.

"Were you two separated while fighting Kain?" Lily questioned.

Levy frowned. "She was gone when I woke up with Kain trying to kill me…"

"You were asleep and she was suddenly gone?" Gajeel asked in suspicion.

"I know what you're thinking. But Cana didn't just abandon me."

"So what then?"

"I don't know." She admitted. "But right now we need to get Zeref away from them. One of the Grimoire Heart wizards said they plan to use him to reshape the world for wizards only."

"Changing the world, huh?" Gajeel shrugged. "A big task for one man, even if he is the Black Wizard. But that goal isn't my concern. These fuckers came and attack each and every one of us, including the old man. They aren't leaving this island unscratched."

"Leaving, that's it!" Levy exclaimed. "They must have a ship that brought them here, and that woman said she'll bring Zeref to their master. Which means their ship is still docked somewhere here!"

"And they'll be taking Zeref there too!" Gajeel grinned. "You two can go fly and search for it!"

Levy rubbed her arm subconsciously. "Actually… I'm out of magic power right now."

"Same here." Lily said. "For now we must head back to where Master and the others are. From there, we may have to ask Carla and Happy to scout for us."

* * *

As the three made there way, Cana was in the midst of her own journey, travelling through Route E and making her way around the crater formed in Gajeel's and Gildarts's fight. "If Levy's right, the First Master's grave should be around here. And it looks like I'm the first one here. I actually passed the exam, and become an S-Class." _And finally meet that man. Finally tell him the truth…_

Cana then noticed a bright glow coming from one of the chambers. "Light..."

* * *

"Ha ha ha ha!" An amused laugh came from inside Grimoire Heart airship. Sitting in a dining room inside the ship, Hades took a break from his wine to laugh at the news a grunt has delivered to him.

"What a grand surprise!" Hades exclaimed in amazement.

"You're in quite the mood, old man." Said a man with a long black ponytail sitting against a window.

"Why shouldn't I?" Hades smiled back. "Damascus. Zoldeo. Kain. All were defeated by Makarov's children. I bet that Mavis would be quite impressed by them."

"In that case, when will it be my turn?" The man demanded.

"Patients, Bluenote." A man with spiky azure hair said from the door. "If Master Hades deems the battle fit for either of us, then he will send us."

"Stay out of this, Deep Snow." Bluenote growled. "I need to stretch myself." He walked over to the table and place a hand on it. "It's not good to let the body become lax."

First the wine table on the table started to shake, then table. Then soon the entire airship shook violently, sending waves through both the sand and the water, right before the ship sank into the beach, creating a massive crater now the process of being filled with water.

"Is that all?" Hades questioned him like a parent questioning a child during his tantrum.

"We need to keep the ship hidden." Bluenote responded. "They can't find us if we're submerged."

"True. But I want Makarov's children to find me. I want them gathered here so fast they won't realize they're in the mouth of the devil."

"So the mouth can't feed if food doesn't come to it, then? If it was me, I'd be going out for the feeding frenzy."

"Stay here, Bluenote. The battle will end too fast if you enter."

"Fine then," Bluenote sighed as he sat down in a chair. "Just know only four of your precious brats are left. If one more falls, then I'm going after them. Don't forget of my own goals."

* * *

"Repeat that." Lahar ordered one of his men. "Did you say that a 'Deep Snow' is with Hades now?"

"Yes, sir. The master of Demon Card is present."

"Damn."

"Who's Deep Snow?" Doranbolt asked his commander.

Lahar was silent for a few seconds before speaking. "One of the Magic Council's greatest traitors, right after Laxus and Ultear. He rose to be one of the Rune Knights highest commanders over a decade ago. However, he was actually gathering information to deliver to King, the then master of Demon Card and his adoptive father.

"After King's death, he left the Council with not enough information about our division, but several of our top soldiers to join King's son, Lucia. When Lucia died, he took over as master"

"I never heard of him."

"The Council couldn't allow such a failure to be known, so they covered up the entire incident. If the Etherion being fired and the Council Headquarters being destroyed weren't seen by the public, they would have done the same for the Ultear-incident."

"Deep Snow isn't the only one, sir." The messenger said. "We have reports that-" He then swallowed the bile in his throat. "That Bluenote is here as well!"

"Blue Note?" Lahar began calmly, although traces of fear could be found in his tone. "As in Bluenote Stinger the Gora Commander who wiped out the entire Blue Dragon Regiment by himself in the Gabira war so well that not even a weed was left?"

"Grimoire Heart has someone of that level with them?" Doranbolt asked, shaking in terror.

"With those two with Hades, neither us nor Fairy Tail can stop them." Lahar said as he walked over to the large Communication Lacrima. "We'll have to contact Headquarters, and pray that their decision will be the best."

But before he could place his hand on it, his arm was stopped suddenly by Doranbolt. "Doranbolt?"

"Just give me time." Doranbolt said before moving his hand to the lacrima. Then both he and the lacrima vanished from the ship.

"Doranbolt-sama stole the lacrima!" A Rune Knight shouted in shock as the rest were in turmoil.

"How can we tell HQ what's happening?!"

"What are you up to, Doranbolt?" Lahar asked in held-back frustration.

* * *

Meanwhile, Kagura was checking the pulse on the unconscious Makarov. "How is he?" Carla asked her.

"It's still weak, but steady." She answered back. She then spotted three figures coming from over her shoulder.

"Half-pint, everything alright!"

"Gajeel-san and Lily-san! And Levy-san too!"

"How's Master doing?" Levy asked.

"He still hasn't awoken." Carla replied.

But before more could be said, everyone's attention was captured by the arrival of Doranbolt and the Communication Lacrima.

"It's that Mest guy!" Happy shouted.

"My name is Doranbolt, actually." The man replied as he came ago.

"You again?" Lily growled.

"So that's the spy from the Magic Council?" Levy asked.

"The one that altered our memories. Including the ones about Mystogan." He glared at the man. "Why are you even here?"

"Doranbolt-san?" Kagura asked in worry.

The teleporter smiled at her. "Don't worry, Kagura. I'm not here to hurt you. Rather, I'm here to get all of you out of here, every last one of you."

"What do you mean?" Carla questioned.

"With my teleportation magic, I can transport every member of Fairy Tail off this island and onto one of the council's-"

"Pass." Gajeel grunted.

"Excuse me?"

"We don't need any help from the Magic Council defending our island."

"Our guild can deal with its own problems." Levy added in equal determination.

"You don't understand!" Doranbolt shouted at them. "Once the Magic Council finds out what's happening here, they'll attack the island with everything they got!"

"So we'll clean up this mess before they learn." Gajeel growled back.

"Makarov was just beaten by Grimoire Heart's master, and that guild now has people even more terrifying than the ones you faced!"

"So what then? You want to use Etherion and blow us up? Cause that worked real well back with the Tower of Heaven."

"This isn't just some island, Doranbolt-san." Kagura spoke up. "This island is where the First Master's grave is."

"So much of our guild history is here," Levy added. "And you just want to wipe it all away?"

"Do you actually think you can beat them?!" Doranbolt yelled. "You're just one guild! You can't face against monsters like them!"

Gajeel only leaned straight into the man's face. "I don't care if its Grimoire Heart or even the whole Balam fucking Alliance. They attacked our guild for no reason. We have to pay them back ten times over."

Doranbolt could only take a step back, far too intimidated by the strength of will demonstrated.

* * *

"Water Cane!" Juvia shouted as she used the water to whip Merudy with twice the force of a real whip, sending the pink-haired girl skipping across the water surface.

"You are 13th place." Juvia stated coldly.

"Merudy!" Mira shouted in worry, but no response came from her guildmate. She glared in fury at the water mage and charged at her in her Beelzea form. But to shock, her attacks easily went through the girl, whose body became water right before a hand could even touch her.

"You are in 4th place, Mirajane Strauss." The girl drawled.

"What are you even talking about?" Mira questioned in irritation as she pulled back.

The water around Juvia began to bubble. "Juvia is determining which individuals must be killed in which order." The waters rose up into the forms of twenty serpents and moved towards Mira, who used her Darkness Stream to destroy most of them.

"How's that even important?"

"It is efficient for Juvia." The water serpents Mira didn't destroy moved past her towards Merudy, and her screams were heard as they tackled into and bite into her.

"Lay off her!" Mira screamed at Juvia.

"13th is mere trash. Juvia can destroy her quickly." Juvia created more streams of attack at the She-Demon

 _Just hang in there, Merudy._ Mira thought as countered the incoming spells.

"Third Place is the Crash Warlock, but he is not here. Second Place is your Master Makarov, but Master Hades made quick work of him."

"He's in second?!" Mira gasped as she used her magic to destroy two Water attacks. "Who's higher than Master?!"

"One man is ranked higher than your master, because he has done something Juvia will not let be." At this, the Water Mage's eyes turned into spheres of violent clouds. "First place is Lyon Vastia."

"What?!"

As this happened, Merudy was struggling to rise up when she heard the younger girl's statement. _Lyon? Why is she even after him?_

"Why Lyon?" Mira questioned.

"Lyon Vastia and Gray Fullbuster. Both are responsible for the death of Ur, Ul-sama's mother! Lyon hurted Juvia's Ul-sama!" The water around her churned violently. "Juvia will not forgive him! Juvia will rip his limbs from his body and boil his blood off his corpse!"

"You're loyal, to Ultear?" At this, Mira's face turned to a burning scowl. "You're loyal to that monster!"

"Don't insult Ul-sama!" A massive tidal wave in front of Juvia and moved straight towards Mira. "Juvia will kill you first!"

 _Dammit!_

But before the wave could reach her, it was scattered apart by dozens of blades formed from magic.

"Huh?!"

"What is that?" Juvia asked, just before five blades came at her. She tried to let the blades move through her, but at contact she screamed out in pure agony.

"But how…" She gasped as she clenched her stomach. "Juvia's body… is water… she can't be hurt…"

"Your water body still has some sort of nervous system. That's all I need for my magic." Merudy, despite being quite scratched and damaged from the battle, stood tall in front of Mira.

"Merudy?" Mira asked.

"How can she hurt Juvia?" Juvia questioned in pure shock. "She's only 13th place."

"Mira, go." Merudy stated. "Leave this kid to me."

"What-"

"You still have to find Kagura, remember." The Maguilty mage said. "My magic will let me beat her."

"Don't think that you can win." Juvia growled. "Water Nebula!"

The spiral attack came straight towards Merudy, who summoned a Maguilty Sodom on each hand and used them to hold back the water. She gritted her teeth as struggled not be pushed back, then used the blades to slip apart the helix.

"She wants to kill every last one of us, including Lyon." Merudy glared furiously at her opponent. "I won't forgive her for that. Besides," She smiled at Mira. "That's what you said, remember. We need to be shields for our comrades."

Despite her hesitation, Mira could see the determination in the pinkete's eyes. "Okay," She deactivated her Satan Soul, then ran opposite of the direction to the battlefield.

"4th won't escape!" Juvia shouted as she summoned two water tendrils to go after the S-Class wizard.

"Maguilty Sodom!" Merudy also summoned her blades and sent them straight towards Juvia. Remember what happened before, Juvia redirected the tendrils to stop the blades from reaching her. But it was enough for Merudy to dash past them.

"Maguilty Wave!" She summoned several yellow blades and launched them forward.

"Water Slicer!" Juvia countered with her own attack stopping the blades in their tracks.

"Why is it you were so affected when Juvia declared Lyon's execution?" Juvia questioned.

"I'll admit, Lyon's stubborn and a bit odd, but he's loyal to his friends to a fault." Merudy answered clearly. "He's the reason I'm a member of Fairy Tail now. He's one of my closest friends. I'm guessing it's the same with you and this 'Ultear' person."

"Hmph. You see him as a keystone in your life, while Juvia sees Lyon Vastia as enemy that must be destroyed."

"And Mira sees your Ultear as some sort of monster, while you want to protect her at all cost. As human beings, we under a different lens each by those who know us."

"Juvia will not stay for idle conversation." The water mage scowled. "Juvia must kill you, so she can kill Lyon and Mirajane for Ul-sama's sake."

"Like I'll make it that easy!" Merudy held out her hand as a familiar band appeared on her wrist. "Sensory Link!"

"Sierra!" Juvia's body became pure water shooting towards her enemy, her structure literally boiling from her range.

Merudy quickly summoned her blades and gathered them into a makeshift shield. But it did little as Juvia manage to break through and tackle into her.

"Ahh!" But Juvia suddenly stopped her attack as she felt an unbearable heat striking her. "What is that?!" She screamed, her eyes widening as she now noticing a pink band around her wrist.

"Our senses are linked now." Merudy exclaimed. "Any damage I get from you, you'll get back in equal amount. Vice versa too." She smirked as she raised her eye. "Luckily I can take it well! Maguilty Ray!" Yellow blades came from her hands, and Juvia could not react in time as they struck her left arm, stopping its movement entirely.

"J-juvia can't move her arm!" Juvia shouted. She then saw Merudy approaching, with her own arm not moving as well and a Maguilty Sodom in her right hand. Juvia summoned water towards her arm to take a shape of a claw, and used it to counter the attack, then then a kick right into Merudy's gut.

But just as Merudy felt the air escape her lungs from the strike, Juvia felt that ribs were about to break. Merudy took the chance to land a punch as Juvia's throat.

"Damn," Merudy gritted as she rubbed her neck with her left hand. "I can really dish a punch, can I?" She realized which arm she used, and she saw Juvia, her paralysis gone, coming right towards her.

"Shit!" Merudy jumped out of the way, letting Juvia land on the water beneath her. Merudy summoned a ring of blades around her and sent them flying at her opponent. Juvia transformed herself into water and nimbly flew past the blades, then struck Merudy at arm.

"Argh!" Both girls scream from the immense pain, both falling back to the water.

 _That girl,_ Merudy thought. _She's completely focused on her goals without any worry for her well-being. Just like,_ She swallowed at the thought. _Just like I was. Before Fairy Tail…_

 _Her coldness. Her held back rage until being unleashed. But she has someone she care about, unlike the past me._

"Juvia… won't lose…" Juvia rose from the water, her eyes filled with determined madness. "Juvia… will… kill you…"

"That's enough." Merudy argued with shortness of breath. "Your body can't take too much pain or it'll shut down.

"Juvia has no choice." At this she started laughing. "She promised Ul-sama she wouldn't use this. But Juvia has no choice now. She'll will protect Ul-sama!"

"What are you-" But Merudy could even ask, she felt an explosion of agony at her core. _What is this-_ She asked as she clenched her stomach. _Something's happening to her magic?_

"Juvia may not have a lost magic, but she has a power that's just as awesome." As this happened, storm clouds gathered over the island, the sound of thunder crackling above the two girls. "A power that will make Juvia even stronger. A power that will erase this pink-haired wretch that's in the way of saving Ul-sama!"

At the crack of a loud thunder, millions of gallons of water fell from the heavens. But that's what didn't shock Merudy that moment.

What shocked Merudy was the violent turmoil of the water surface by Juvia. What shocked her was the immense amount of magic suddenly appearing in Juvia's body. What shocked her was the haunting, mad eyes of blue that could only instill fear in her.

"Activate," Juvia moaned. "Second Origin."

* * *

As this happened, Mira was running through the forest.

 _So you are fine leaving her, then?_ Beelzea asked her, though Mira detecting disapproval in her voice.

 _I'm not, but I can tell that Merudy believes she can win. That'll be enough. She really wants to protect Lyon and the others._

 _I suppose that will relieve you while you're off for revenge._

Mira suddenly stopped and frowned. _What are you talking about?_

 _I can sense your heart._ Beelzea answered coldly. _I can detect the vengeance you seek against Ultear for her actions. Didn't you want to save Kagura?_

 _Of course I do!_

 _Because you failed to save Simon, just as you failed to save Laxus and Rob._

Before Mira could snark back, she spotted a figure in the distance. A violet-haired woman walking around a mile from her, carrying an unconscious ebony-haired man over her shoulder. The woman stopped and stared up at the pouring sky.

"This weather," Ultear frowned. "Don't tell me you used _that_ spell, Juvia."

She gave no sign that she knew of the immense fury watching her right now.

"Ultear Milkovich." Mira growled.

* * *

The water around Juvia churned violently as they swirled around her arm. "Water Spiral!" Two disks of water raced over the water surface towards the pink-haired girl.

"Maguilty Sodom!" Merudy sent two blades at the disks. But despite being shaken, the disks remained steady as they continued at her. _Shit!_ She barely jumped out of their paths, with bits of her dress being cut by the attack. _How did they get more powerful?!_ She felt the agony in her core continuing to grow. _Just what's going on with her._

"This is the power of Second Origin." Juvia stated, now rising into the air with a column of water. "Juvia's magic reservoir has now increased, and now Juvia's magic is twice as powerful."

"You increased… your reservoir size?" Merudy gasped. "You don't know what that could do to you!"

"As long as Juvia can protect Ul-sama, any pain will be worth it." A dark scowl covered the water mage. "Juvia wonders if your sensory link can share death as well."

 _This will end with both of us dead!_ "You have to stop! I can feel your body breaking apart from the inside! What you did was too reckless!"

"Juvia doesn't care!"

* * *

 _A young girl with blue-hair ran in terror alongside her friends from various monsters through a burning city._

* * *

"For Juvia's goal, she'll sacrifice everything, she'll sacrifice her life!"

"What kind of crap is that?!" Merudy screamed at her, startling the girl. "A life isn't something to be sacrificed! A life is meant to be treasured and grown!" She summoned a dozen Maguilty Sodoms and sent them at Juvia

"That is the talk of a weak guild like Fairy Tail," Juvia argued as her body swirled and flowed away before the blades. "You believe that friendship and camaraderie are all there is to win! You think you can win without kill-" She flinched as a burst of torture came from her heart.

"You feel it too, don't you!" Merudy shouted as she clenched her upper chest. "Your body will die if you don't shut down Second Origin!"

"Juvia doesn't care! Even if Juvia dies, it'll be worth it to bring pain to those that hurt Ul-"

"Do you really hate living, then." Merudy questioned. "Is victory really worth your death. If Ultear is that important to you, then would your death really make her happy?!"

"Silence!" Juvia screamed as she unleashed hundreds of water tendrils, lashing out chaotically in all directions, until they reached Merudy and knocked her back.

* * *

 _The blue-haired girl was left on her own, crying in the ruins of a city._

" _It'll be alright," A violet-haired woman said gently as she rubbed her head. "The monsters are gone."_

" _Hey, Ultear." Damascus said as she came over. "What's with the munchkin?"_

" _Does she have any toppings?" Kain asked as he carried an ice cream cone with ten scoops._

 _Ultear ignored them as she continued to talk to the girl. "Come on, let me see your face. I have to see it at least once while your with us." The girl pulled her tiny fist away from her face, revealing blue-eyes drowned in terror._

" _What in tarnation ya talkin about?" Damascus shouted at her. "To get the next 'Zeref Key,' we need to exterminate every last soul here!"_

" _One soul off won't make a difference. Besides, she reminds me of myself, when I was young."_

 _Damascus and Kain looked at each other before the redhead shrugged. "Fine, keep her. Ah won't be the one telling Master Hades, though."_

" _So what's your name?" Ultear asked the girl while Kain licking his ice cream._

 _The girl looked at her before letting out her answer. "J-Juvia."_

* * *

 _Years later, Juvia and Ultear stood on the balcony on the airship._

" _Why are you so sad, Ul-sama?"_

" _What did I told you about calling me 'Ul,' Juvia?" Ultear said sternly._

 _Juvia frowned as she played with the hem of her skirt. "Not to."_

 _Ultear sighed. "Sorry. 'Ul' just sounds to close to 'Ur,' the name of my dead mother."_

" _Dead?"_

" _I'll tell you the story, one day." Ultear was then startled when Juvia gave her a tight hug._

" _Well, another thing Ultear and Ur have in common is that you are mothers." Juvia smiled at her. "Ultear can be Juvia's mother."_

" _Having a big kid like you as a child will make me seem old." Ultear joke, to which the younger girl laughed._

* * *

"Juvia will destroy you before she dies!" Juvia screamed out in pure madness. "Then she'll kill every Fairy Tail wizard until Ul-sama will finally be- kaugh!" She stopped as she suddenly started to choke. When she spat out what was in her throat, she was shocked to find blood coating her hand, which was starting to break apart into water droplets that fell off her.

"Do you get it now?!" She was startled to she Merudy standing with two white blades in her hands. "Your water body wasn't ready for that alteration! That Second Origin is breaking you apart!"

"You can't beat Juvia!" The water mage screamed as the tendrils raced towards Merudy.

Merudy just charged forward, using the white blades to slice apart the tendrils before they can reach her. Despite a few reaching her and leaving cuts on her body, she continued on.

"I'll stop you from hurting my guildmates!" Merudy declared. "I'll stop you from hurting yourself! I'll make you incapable of fighting!"

"Why won't you accept defeat!" Juvia screamed as a whirlpool surrounded her, with parts of her body coming off and joining it. "Juvia will do what it takes to win!"

"So can I-" Merudy said as she raised one of her blades before-

SHINK!

"AAAAHHHHHH!" Juvia screamed as an immense burst of pain travelled from her lower body to the rest of her, forcing her to lose concentration and the water column to break apart, sending her crashing to the ground.

"What was that-" She looked forward, and saw that Merudy has stabbed one of her white blades into her thigh. "You- you injured yourself?!"

"I can do what it takes to win. I was like you when I was younger" Merudy said, holding back the agony released into her. "But I now I have barriers I will never cross again."

"You- you wasted a chance to kill Juvia, just to maim? Why-" She didn't finish as Merudy suddenly embraced her in a hug.

"What are you-"

"You said you're doing this for Ultear, right?"

 _U-Ul-sama?_

That single thought was all Merudy needed to release a pink light into the sky.

* * *

"Raahhhhh!" Ultear screamed and almost dropped Zeref as hundreds of volts of pain coursed through her body. "What is going on? Who is-" She paused as she suddenly felt a familiar presence, ignoring the pink band around her wrist. "Juvia?"

* * *

"Ul-sama?" Juvia cried as she realized who the Sensory Link now connected too. She glared accusedly at Merudy. "Is this your plan? To kill both Juvia and Ul-sama at once?!"

"Fairy Tail wizards don't kill." Merudy said, as tears started to form in her eyes. "We treasure the people closest to us so much we can't even think of taking a life, knowing that it'll break bonds as well, like between you and Ultear."

"Why, why are you crying?" Juvia asked as sadness build inside her. _Is she sending her emotions through her sensory link?_

"You want to protect Ultear with your life because you love her. I feel the same about Lyon, Mira, and the others. But dying to save them is short term. It'll only cause them more pain for the rest of their lives. That's why I linked the three of us together, so you'll know how these sensations are. How these losses affect us physically and mentally."

Juvia was silent, taking the words as tears flow out her crumbling body. "Why do this for Juvia?"

"Your life is too valuable," Merudy answered sincerely. "Don't go throwing it away. It's your choice, Juvia. Sacrifice everything for that spell, or live for your love for Ultear."

They stood still for a few seconds before Juvia closed her eyes, then the water around her calmed to a still. Sensing the immense pain in her body fading away, Merudy smiled as she deactivated the sensory link; the pink band vanishing off of the two girls.

"Juvia… can no longer fight you." Juvia said as she fell backwards into the water.

"Neither can I," Merudy replied as she too fell. "I'll at least hope the others will be fine…"

"And Juvia hopes the same for Ultear."

Both girls finally rested, their fight ending as the rain continued down on them.

* * *

Ultear groaned as the pink band vanished from her, and the immense agony with it. _What was that?_ She thought. _I suddenly felt immense pain. After that sadness and worry and then it seemed that Juvia was right next to me._

She was silent for a few seconds before laughing. "To be honest, I thought I was vulnerable thanks to that. Isn't that right, Mirajane?" She turned around and smiled at the sight of Mira, ready to pounce right at her.

* * *

"Looks like the rain ain't stopping soon." Gajeel said at he sat right by the mouth of the cave.

"Indeed," Lily nodded solemnly. "I just hope the storm doesn't impede Carla's and Happy's quest. It's already a problem sending those two alone."

"What'cha mean?"

"While I acknowledge their abilities, we must remember that they are still six-years old, children by both human and Exceed standards. We have no right risking their lives like this."

"Guess it's a real problem for you, especially with Manners being your kid."

"Yeah." Lily nodded, before his widened and he turned to face Gajeel in shock. "What did you say?!"

"'Manners?' Took me a while to find a good one for her-"

"Not that, after that! When did you find out that… that Carla's my daughter."

"Well, it could be the fact that she looks like Future Eyes, your mate? Or the fact you've been acting weird around her since that Edolas shit? Or the fact you two nearly smell alike?"

Lily sighed. "When was that?"

"Back when we meet her and Half-Pint. I thought the similar scent was because you were both Exceeds. But meeting other Exceeds made me realize you two smelled too similar. So does she know?"

"N-no?" Lily answered. "I only found out when we were in Edolas."

"How did you did it anyway? You're in battle form in Edolas, and Future Eyes is much smaller and-"

"Is that really an appropriate question?!" Lily snapped at him.

"Geez, I'll be quiet about it, okay." Gajeel grunted back. "So how come you two didn't tell her?"

"Neither Shagotte and I are ready yet. Besides, how exactly would you tell a girl that your her father? I'm not sure if I can even be a parent for Carla."

"That's not true." Levy said as she came over. "You're the most mature member of our team, Lily. And I've heard how you've been watching over the others when they were young. Besides, you took care of Gajeel and your Laxus, remember. Being a parent for Gajeel must be a greater challenge."

"Yeah, wai-hey!" Gajeel shouted at Levy.

"Maybe. But I'm still not ready yet." Lily said.

"Is everything okay?" Kagura called out from the back of the cave as she watched over Makarov, while Doranbolt sat in a corner.

"Yes." Lily called. He turned to Levy and Gajeel. "Please don't tell anyone else yet. I want Shagotte and I to be the ones to tell Carla the truth."

"Don't worry," Levy smiled. "Our lips are sealed."

"Great." Gajeel groaned. "More secrets from Half-Pint."

They saw a familiar white object flying towards them. "Welcome back, Carla!" Levy called out. Kagura heard and ran over to greet her partner.

"Is the ship there?" Gajeel asked.

"Yes," Carla answered as she landed. She was wearing a bonnet made of leaves to protect her from the rain. "The ship is docked on the east shore."

"So where's Happy then?" Kagura asked.

At this Carla frowned, her cress wrinkling in worry. "On the way we stopped over at the base camp. Both Natsu and Erza are in critical condition, and Elfman and Evergreen are unconscious.

"But it gets worse. Just as we arrived, a parrot made of ice arrived, partially broken as well."

"Lyon." Lily said in realization.

"Percicley. The parrot had a message that an enemy is going to arrive. The same enemy that defeated Elfman and Evergreen. Happy volunteered to stay and help defend."

"Who else is at the camp?" Levy asked urgently.

"Lisanna and Lucy, why?"

Levy sighed. "Nothing." _I hoped Cana would be there at least._ "Why didn't Lyon come to the camp then if he knew about the attack?"

"I don't know." Carla answered. "The parrot broke apart before it could say anymore."

"Does Happy still have what I gave you two?"

"He does."

"Regardless, we need to stop there." Lily said. "Those three will need all the help they can get to defend our injured"

"And we might get some medicine to treat Master." Kagura answered.

"There's no way…" Doranbolt said. "You can't beat Grimoire Heart. It's impossible."

Gajeel stared at him before scoffing. "Just stop the council for us. Keep them busy until we beat out those invaders." He walked over to Makarov and placed him over his shoulders.

"We can find a way to beat Grimoire Heart," Levy added. "And even Zeref."

"So please stop the council from attacking the island." Kagura begged.

"But there's no way…"

"Just buy us enough time." Gajeel grunted as he left the cave.

"I'm not talking about me, I'm talking about you guys! How can you expect to survive the situation we're in!"

"That's easy." Gajeel said as the six fairies headed off. "With all we got!"

* * *

"Everything going well?" Lisanna called out as she sharpened a wooden pike.

"Somewhat." Lucy replied as she and Happy placed several pikes into the earth. The pikes went halfway around the camp.

"You really think this can work?" Happy asked them.

"I'm not sure." Lisanna said with worry in her tone. "Lyon's message said that the person who's coming is the one that beat Elf-nii-chan and Evergreen. All we can do is hold out until Gajeel, Levy-chan and the others get here."

"We're already overwhelmed." Lucy added in worry. "We have so many wounded here. Gajeel's even bring Master back wounded as well. The fact even here was beaten…"

"Lu-chan." Lisanna called out in worry, causing the Celestial mage to stand up straight.

 _I know! We can't give up!_ She thought with determination. _If we combine our power, surely we can…_

"Such pitiful defenses." A male voice called out, causing all three to turn and see Rustyrose holding two pikes in his hand. He threw them away as he spoke. "A last stand? It is much wiser to give up when the odds are against you, especially knowing when they are things stronger than you. My heart will tremble, as I devour the remaining Fairies one by one."

Both girls were startled, while Happy took a step back in terror. _This man might be stronger than those Freelancers combined, and we had Natsu with us then! I don't think even Lily's gift can help us here!_

 _Lucy, Happy, and I._ Lisanna thought. _Our magic power is exhausted. And this man took out two of us with no trouble._

 _Levy-chan. Kagura-chan. Everyone, hurry!_

* * *

"This is it." Lyon said, now standing at the base of the Tenrou Tree. "That man said he'll be here. But I still don't know what he wants with this tree. I'll have to send a few scouts…"

"Like the parrots from earlier." A voice said, stopping the ice mage in his tracks.

"Show yourself!"

Azuma emerged from one of the nearby roots. "I suspected Rustyrose and I were being watched. You must have already know my strength, if you heard how I have beaten your guildmates."

"You beat Kagura, Erza, and so many of my comrades." Lyon stated coldly, the air around him decreasing by several degrees. "Why else do you think I'm even here?"

* * *

"So even Juvia was defeated." Hades mused from inside the tree. "To think that over half of the Seven Kins would have been defeated. Bluenote…"

"He has left, Master Hades." Deep Snow said.

"Is that so." Hades sighed. "Mavis, Makarov, forgive me for the terror I have unleashed. With Bluenote unleashed, Fairy Tail won't even survive."

* * *

"I hope Doranbolt-san will be fine." Kagura said as the five (with Gajeel carrying Makarov) ran through the forest.

"You shouldn't waste time worrying about that man." Carla reprimanded.

"I'm worried about Cana." Levy said. "If she's not at the camp, where she is?"

Gajeel suddenly stopped running, causing the others to stop. His nose twitched as he growled. "Show yourself, punk."

Footsteps grew louder as a figure approached them. As he walked, the rain coming down on his body diverted away and landed on the ground.

Gajeel could only look at the man in shock, as felt the immense power radiating from the man.

"Wha-" Levy gasped.

"His magic power," Kagura swallowed. "There's something about it that's… wrong…"

"The rain is only landing around him." Carla stated in shock.

"His aura is able to deflect them away from his body." Lily said in surprise.

"Who the hell are ya?!" Gajeel roared the man.

"I wonder," Bluenote Stinger mused. "Do you fairies fly?"

The area was silent for a few seconds before Bluenote rose his hand. "No, still can't fly."

Suddenly the Fairies felt a burst of energy that caused them to shake.

"What was that?" Levy asked. She then noticed the ground beneath them was starting to crack.

"What are you doing Kagura?!" Carla questioned her partner as she held out her hands.

"H-he's like me." Kagura gritted as blood starting to flow out of her ears. "He uses Gravity Magic!"

"Another Fundamental Mage?" Bluenote said in partial curiosity. "And you can stop five-percent of my power."

"Did he say, _only five percent_?" Lily gasped.

"Now let's try twenty percent. Fall." And with that, all six fairies were forced down to the earth as the ground collapsed into a massive crater.

"C-can't move." Gajeel growled.

"It's too much." Kagura wheezed.

* * *

"What is that?" Lucy shouted in shock as she and the others felt an immense change in the atmosphere.

"So much magic energy!" Lisanna shouted.

"What kind of monster is out there?!" Happy cried out in terror.

"Monster is accurate." Rustyrose groaned. "That man is interrupting my meal with his presence alone."

* * *

"That power…" Lyon yelled in shock as he sensed a burst of energy.

"So Bluenote is out now." Azuma said. "Then this war will end. No life shall be left on the island."

* * *

"I have no interest in this Fairy Tail, or at least you lot. Nor am I interested in the so-called Black Warlock, Zeref." He heard the fairies below groan as they struggled to rise against the immense gravity pushing down on them.

"But there is one thing I want that's on this island. Where is the grave, of Mavis Vermillion."

* * *

Back in the cavern, Cana followed the light towards a chamber. _Finally, I can become an S-Class._

 _I can meet my father…_

But as she entered a cavern filled with grass and a lake below, she was startled by the source of the light.

"What's going on?" She said as she spotted the grave of Mavis Vermillion. "Mavis's grave… is glowing?"

 **And this is it. The situation has Critical Red for Fairy Tail.**

 **Lyon: Facing off against Azuma. That's going to be a hell of a challenge.**

 **Mira: And I'll be fighting against Ultear the next chapter**

 **Juvia: Juvia is intrigued you had her use Second Origin.**

 **Well, I couldn't find the right kind of Lost Magic to increase your power. So then I decided to give you a special technique instead. You are the first person in this world's history to unlock your Second Origin.**

 **Anyway, hope you enjoyed this chapter. See you next week for the first chapter of 2018.**


	64. Fairy Tail Unite

**G'Day everybody, and welcome to 2018. Lets hope this years go better for all of then last year.**

 **First, I want to thank Beatriz Antunes and TheFairyTailFreak for favoriting and following Alternate Tail. Second, I want to thank Fin-Fish Jun-Tenshi, Fenghuang0296, Ray Akaba 210, OneWhoCharms, and Circe for their reviews. Glad many of you enjoyed Juvia's use of Second Origin in the last chapter.**

* * *

 **Okay you two. Even though one of you is dead, I still need you to do the disclaimer.**

 **Rustyrose: Very well then. DigiXBot does not own Fairy Tail.**

 **Azuma: All rights belong to Hiro Mashima.**

 **Happy: How did Azuma get here?**

 **Brain appeared a couple chapters ago even though he's dead, and your asking that now.**

 **Happy: Good point.**

* * *

 **Fairy Tail Unite!**

 _Back in the cavern, Cana followed the light towards a chamber._ Finally, I can become an S-Class.

I can meet my father…

 _But as she entered a cavern filled with grass and a lake below, she was startled by the source of the light._

" _What's going on?" She said as she spotted the grave of Mavis Vermillion. "Mavis's grave… is glowing?"_

* * *

A river of light rose from the crevices to the heavens above as Cana made her way to the gravestone, where a golden sphere of light rest within an opening in it. When she placed her hand on it, a burst of energy forced her to recall it in pain just as runes appeared in front of the tomb.

"One of the Three Great Fairy Magics, Fairy Glitter, is sealed inside…" Cana read the runes out loud.

* * *

"A Law that wipes away all who the caster views as enemies, a Sphere that protects those the caster cares for, and a Glitter that mercilessly rejects all in its path." Bluenote said to the impeded fairies.

"W-what does have to do with us?" Gajeel growled at the man as he forced himself to rise against the immense gravity. But barely got to his knees when the pressure increased even more and forced him to the ground again.

"Gajeel/Gajeel-san!"

"These spells were created by the Fairy Tactician Mavis Vermillion, your first master. So where are they?"

"We don't know," Lily gritted back to the man. "These-ahh!" A greater amount of gravity pushed him back down.

"Lily!" Levy shouted in worry.

"Leave him, ya bastard!" Gajeel roared as he pushed himself from the ground and charged at Bluenote.

"These spells are located at her grave." Bluenote said as he only raise his hand, causing Gajeel to be flung back into the crater. "You will tell me where that it."

"He's too powerful." Kagura gasped in terror at the sight, sensing Archenemy shaking from the power felt.

Bluenote looked past them and saw the unconscious Makarov. "That man is your master, is he not? Perhaps he knows…"

"Don't even think of touching him!" Gajeel roared.

 _He's too strong…_ Carla thought.

 _What can we even do?_ Wendy thought.

 _Someone,_ Levy thought. _Somebody help us…._

* * *

"I didn't came to get some spell!" Cana shouted at the gravestone. "I came to pass the exam! Where's Master?!" Her fist tightened in frustration. "I finally made it this far. I need to become an S-Class, or those twelve years would have been wasted…"

* * *

 _12 years ago, a crying young girl with short black hair and her white puppy stood in front of a grave, with the words "Cornelia Alberona, Loving Mother X732-X762" inscribed on the stone._

"12 years ago, my mother died, leaving me all on my own. And when I read her will, I found out who my dad was. I found myself at Fairy Tail, and I finally saw my father..."

 _Cana stood in front of the guildhall, and look in awe as Gildarts Clive stepped out of the building._

"Gildarts."

 _Gildarts turned his head to the small girl. "What are you doing here, little miss?"_

 _The girl smiled, and just as she was about to speak-_

" _You shouldn't be here." Her father joked to her as he went on his way. "Your parents could freak out if you back smelling like booze and cigarettes."_

 _Cana stood there in shock as Gildarts continued on._ Why? _She thought._ Why don't you recognize me, daddy? _She tried to call out to him, but couldn't muster the courage to do so._

"I continued to wait at Fairy Tail, waiting for him to return. Eventually I joined Fairy Tail. But it wouldn't matter anyway."

" _You've gotten bigger, Cana-chan." Gildarts said to the girl a year later. "Glad you decided to join us."_

" _Y-yeah-"_

" _Gildarts, you're gonna miss the train!"_

" _Oh right!" Gildarts began to ran towards the train station. "See ya later, Cana-chan." He did not notice the pained expression on the girl_

"He wouldn't even stay for a minute before going on a job again. The one thing I wanted to say to him got bigger and bigger.

"How could I even tell him? Dad was the strongest and most popular man in the guild. He was the light bringing kids like Gajeel and Lyon here. And the more I hesitated, the harder it gets to say anything the next chance I get.

"But I got a real chance when I was nominated for the S-Class trials."

" _Congratulations on being picked, Cana." Gildart said to the teenager. "Just do your best. I know you'll succeed."_

 _Cana nodded and smiled at her father's words. "Okay."_

"That was my big chance! I'll become an S-Class wizard, and prove that I deserve to be his daughter, to tell him the truth!"

"But it didn't matter. First I lost to Erza, then to Mira, then to Mystogan. I lost four years in a row."

 _Cana left the guildhall after hearing of her fifth nomination, then took a bottle and let the alcohol burn away her agony as she walked out into the snow._

"What child of Gildarts would fail four times? Why would he want some pathetic loser like me as his daughter? I decided that this was my last year. If I fail once more, I'll never be worthy of being his daughter. I'll quit the guild and leave-"

" _Then let me be your partner!" Levy shouted at her that day. "Let me make you an S-Class! I won't let you leave the guild!"_

* * *

 _Levy!_ Cana broke out of her trance just as she saw her satchel glowing. She put a hand inside and pulled out a card where the light came from.

* * *

" _What's this for?" Levy asked Cana after the two beat Merudy and Lisanna. The brown-haired mage had just handed her a card._

" _It's a special card that's part of a set." Cana explained. "For example, if we were separated and you were suddenly in danger…"_

* * *

" _I'll drop everything and rush back to save you."_ She remembered those words as she saw the chibi image of the letter mage expressing urgency under the word "help" on her card.

"No." Cana's eyes widened as she remembered how much Levy helped her in training for the exam. For restoring her confidence when she was down and drunk. For helping her past the first exam, then gave her the solution for the second.

And Cana remembered how easily she abandoned Levy. How she put the kind-hearted girl to sleep, then left her alone to go after the grave while Grimoire Heart wizards were still on the island…

The card fell down as easily as her tears. "What have I done…" She fell to her knees, then screamed as her sins crashed straight into her heart.

"This wasn't supposed to happen!" Cana screamed. "I never meant to betray my comrades! How can I be S-Class, when I can't even be a decent human being?!"

She continued to cry, but eventually, she gripped on the grass below her.

"I don't care of becoming S-Class anymore. I don't care I'll tell my father the truth. I don't care about that!" Cana rose up from her sorrow and reached with her right hand towards the light in the grave. "All I want now is to save my comrades!"

She trusted her hand into the light, gritting against the immense pain emanating from the sphere. "Even if I can't become S-Class, even if I can't stay in Fairy Tail. As long as my friends, my family is safe, I'll be happy!"

She remembered Makarov, a man close to a father figure. She remembered Macao and Wakaba, the former being her first crush, but both becoming something akin to older brothers/uncles to her.

"Lend me your magic Mavis-"

She remembered Jellal and Lyon, the first kids her age she had met and the first friends she had.

"Lend me the power that raised this guild."

She remembered Lisanna, her first female friend. She remembered Elfman, Lisanna's dorky yet sincere older brother. She remembered feeling a sense of sympathy when she learned how the two Strauss siblings lost Mira before joining Fairy Tail.

"Because-"

She remembered meeting the demon Mira. The dragon Gajeel. The knight Erza. The star girl Lucy. The Exceed Pantherlily.

"No matter what happens-"

She remembered Levy, the intelligent, kind hearted new girl that wasn't even a member for a year yet. That still have so many adventures left like the others.

"I'll love this guild forever!"

"Then you have nothing to fear." A voice, both childlike and eternal, echoed throughout the cavern, leaving Cana's tear-filled eyes wide open as the light grew even brighter.

"Mistakes aren't made by locking away your feeling and holding back. They're made by wearing your heart on your sleeves.

 _This voice..._ Cana thought in realization.

"Go forth, Cana Alberona. I grant you Fairy Glitter. Use it well"

 _Master Mavis…._ Cana smiled. "Thank you." She pulled her arm back, revealing a marking on it similar to the Fairy Tail mark, but more of an arrow down her arm. She grabbed the dropped card, then turned around and ran out of the cavern.

 _I'll be sure to use it right, First!_ Cana thought as she looked at the arrow on the card, which she knows was pointing to where Levy will be. _This might be my last fight. I might never get to tell Gildarts the truth. But that no longer matters. I'm going to save the family I had for the last twelve years of my life!_

* * *

"I am losing my patients." Bluenote said coldly as he sent Gajeel rolling back into the crater. "Where is Vermillion's grave?"

"We don't know." Gajeel growled back.

"Then you lose your lives." He was about to increase the gravity when-

"Leave them alone!" He turned and saw Cana running towards them.

"Huh?" Gajeel blinked in surprise.

"Cana!" Levy smiled with renewed hope.

"I won't let you kill my comrades!" Cana shouted at Bluenote as she threw dozens of cards at him. But he was unharmed when they exploded around him.

But before he could use his magic on her, bright light emanating from Cana's arm. "Fairy...!" She shouted.

"What magic is that?!" Lily asked in shock.

"Impossible." Bluenote gasped. Yet in his surprise he increased the gravity around Cana, forcing her to the earth before she could complete her spell.

"You have that magic?" Bluenote questioned him.

"Does he mean, Fairy Glitter?" Carla asked.

"Levy, I'm sorry." Cana said as she rose from the Earth. "I shouldn't have left you…"

"You actually did that…" Gajeel growled.

"I don't excuses for that. But you can trust me no. With this magic, I can beat this guy!"

"It's fine!" Levy smiled to the brown-haired mage. "If you didn't go to the grave, you wouldn't have gotten that magic."

"Wait a minute, grave?" Gajeel gapped. "As in the grave, we were searching for…"

"We have to forget the exams now, Gajeel!" Cana shouted. "Just keep this guy busy while I charge up!"

But just as Gajeel was about to retort, Bluenote released a burst of magic that sent everyone flying back from him.

"You expect me to believe that Fairy Glitter," He said as he marched towards the pinned down Cana. "Was found at a grave you were searching for a mere exam? You will hand me that magic, girl."

"Yeah right!" Cana gritted back. "This magic can only be used by members of Fairy Tail! It'll be useless for you to use!"

"I learned from Hades that all magic can be traced down to a source: one single magic that predates humanity, from which all spells came from."

' _One Single Magic,'_ Levy thought in immense recognition. _I know that story!_

Bluenote levitated Cana into the air. "By understanding the flow of magic, by understanding this Single Magic, one can use any magic in existence." Cana then felt the air around her becoming heavier, forcing her to scream as she was nearly crushed by the increasing pressure.

"Cana!" Levy shouted in worry.

"Tell me, little girl." Bluenote questioned Cana. "Can you use Fairy Glitter?"

"J-just a bit more." Gajeel lifted his upper body as he built up the magic inside him.

Cana looked at the dark wizard with defiance. "O-of course…"

"So you know the calculations needed? The photons collected from the sun, the moon, and the stars for that spell? I find that impossible!" A burst of purple lightning came from his hands and struck her, agonizing her endlessly. "Don't worry, I'll put Fairy Glitter to good use."

"Iron Dragon's-" Gajeel roared as he raised his head, then slammed it into the Earth. "ROAR!" The Earth shook as a geyser of iron erupted from beneath Bluenote, swallowing him and releasing his hold on Cana.

When the iron shards dropped away, an unharmed Bluenote turned back to Gajeel with an irritated glare. "Keep away, filth!" He blasted Gajeel and the others away from him.

"Thanks, Gajeel!" Cana said as landed on her feet.

"Just deal with that prick!"

 _I can do this..._

Bluenote turned too late as he saw Cana raising her arm towards the heaven

"Gather, river of light guided by Fairies…" Light from all over gathered around the markings on Cana's arm

 _Because I'm a wizard of Fairy Tail._

"Shine, to vanquish the fangs of evil!"

"Impossible." Bluenote gasped.

"FAIRY GLITTER!" A ring of light surrounded Bluenote, and shrank in diameter to eventually engulf him. The light was enough to turn the night into dawn.

"What an amazing light!" Kagura shouted in amazement.

"So that's one of the Great Magics." Lily gasped in awe.

"Ahhhh!" Bluenote fought against the power that was crushing him and slammed his hand to the earth. "FALL!"

This single word came before the spell collapsing to the earth beneath Bluenote, destroying the light and sending the Fairies onto their backs.

"You call this Fairy Glitter?" He questioned Cana, her expression filled with shock, confusion, and fear. "So even the greatest of spells is weak in the hands of trash like you."

 _I didn't have enough power…_ She thought in horror.

"Did you know that your magic can be taken after your death?" He stood right above, raising his hand up.

"Cana!" Levy screamed.

"Stop it!" Gajeel roared.

"Fall, to the depths of hell."

But before Bluenote could usher a single spell, a cloaked figure rushed in between him and Cana, then unleashed a blast of magic that sent the Dark Wizard flying.

The air was momentarily filled with both rain and the dust from the newcomers arrival. But as the dust faded, it revealed a familiar, yet at the same time different face.

"Old timer…" Gajeel gapped. "You're here?"

"Gildarts has arrived." Lily said in awe. "Hope has come."

 _Father…_ Cana thought as tears escaped her.

But a moment they could not recognize Gildarts, because he had an expression on his face they have never seen before.

An expression of pure, blood-curdling rage. Rage aimed straight at Bluenote as the dark wizard got up from the ground.

"Get away from here." He ordered his guildmates with a serious tone.

"W-what?" Gajeel questioned.

"I have never seen such fury from Gildarts before." Lily stated.

"GO!" Gildarts charged straight to the recovering Bluenote. But the dark wizard recovered fast enough to raise his hand and cause a portion of the ground beneath to rise into the air, lifting Gildarts as well.

Gildarts countered this attack by channeling his crash magic into the risen earth, shattering it and projecting himself towards Bluenote. Bluenote leaped into the air as well, causing both to land a single punch at each other.

A punch that caused the air to reverberate, the rock projectiles to spread out in all directions, and the earth below to be erupted below, blasting back everyone around them.

"Such power…" Kagura let out in fear and awe.

"Such immense power." Levy gasped.

As both dueling wizards landed onto the damaged earth, Bluenote looked at the man in shock. "He actually overpowered me?!"

"We can't stay here," Kagura said as she dragged Makarov away from the rubble.

"True," Levy said hesitantly. "But…"

"We'll just be in his way." Cana said.

"We can't just miss this fight!" Gajeel protested.

"Let's go, Gajeel!" Lily shouted at him as he pulled him towards the retreating Fairies. Cana gave one last look at Gildarts before heading off.

Once they left, Gildarts spoke to Bluenote. "This test meant everything to this kids. It meant more that what anyone else could imagine. And then you Grimoire Wizards had the nerve to fuck everything up." He looked at him with an expression that could send sea monsters back to the water. "I will never forgive you for that."

* * *

"From my arm comes a Dark Edge Sword!" Rustyrose shouted as his arm took on their tendrils sword, then striked at Lisanna, snapping apart the pike in her hand and sending her flying back.

"Lisanna!" Lucy ran to catch the girl, causing both to crash to the ground behind them.

"Alas, it seems I must deal with the pickings." Rustyrose made his way towards the girls.

"Haven't got a chance to test this one, but." She pulled out her newest key and turned it. "Open, Gate of the Sea Goat, Capricorn!"

Rustyrose was forced to leap back when the goat-spirit nearly landed a punch, but was unable to avoid the series of kicks and assaults from his opponent before a strike at the face, sending the dark mage reeling back and shattering his glasses.

"When did you meet him?" Lisanna asked her friend as they got up.

"I haven't even formed a contract yet." Lucy replied, shocked at the spirit's ability.

"Do not worry, Lady Lucy." Capricorn said to his master as he stood ready for combat. "I'll do what I can to deal with this man."

"Caprico?" Rustyrose asked in shock as he recovered from the attack and reformed his eyewear. "But why are you-" He paused, then smiled in realization. "Of course. You're Capricorn. Hard to believe that Zoldeo was beaten by the likes of you maidens."

"He was not the only one." Rustyrose did not understood up until his arms went behind his back and he was forced to the ground.

"What?!" He turned around and saw a blue cat flying behind him, holding a ragdoll in the same position he was in.

"With that big, fluffy hairdo, you didn't notice me taking a hair from you." Happy said as bent Mister Cursey even more.

"Even Kain has fallen!"

"Nice one, Happy." Lucy complimented.

"Thank Lily-san for giving me this."

"Don't give him a chance to use his magic." Capricorn warned. "Anything his twisted mind can imagine, he can make real."

"Too late to warn them, bovine." Rustyrose smirked. "Come, Belcusas the Thundercracker!" With a snap from his binded hand and a flick back of his head, the metallic monster appeared in the rain filled air, then clapped its hand and release a shockwave that sent everyone back. It then aimed its fist towards Capricorn, keeping the spirit trapped as he was forced to hold against the attack.

"Capricorn!" Lucy rushed forward to aid her spirit. But she was then blasted back by a burst from electricity that came from the beast's free arm.

"Lucy!" Lisanna ran to catch the electrocuted girl.

"No!" Capricorn shouted in worry, but he could not move as Belcusas released hundreds of volts into him.

"How long have you've been on Earthland, spirit." Rustyrose taunted. "You may not last any longer here."

"Leave them alone, jerk!" Happy shouted at the pinned down enemy.

"From my back, come forth the Flies of Purgatory." His back shifted as three maggots crawled out of it, then mutated into rat-sized, purple-eyed flies.

"What the-" Happy couldn't react as he forced to fly away as one of the flies went after him. But in his haste, another crashed into him from behind and forced him to drop Mister Cursey before pinning him to the ground

The third fly pulled the strand of its master hair out of the doll, then with the first fly's help ripped the doll in half.

"Well, I do hope Kain forgives me for destroying his precious memorable." Rustyrose said as he got up and fluffed his collar. He looked around and examined his opponents, all either pinned down or too weak to fight. "It's time to paint this garden with the blood of innocent."

"Fry him now, babies!" A crass voice shouted. Five beams of green light came from above and struck Belcusas, forcing the beast off Capricorn as it disintegrated.

The dark wizard could only look at the scene in shock. "How?"

"Got to admit, I've seen a lot of weird things." Bixlow said as he walked next to Capricorn, who was getting off the ground with difficulty. "But a goat in a suit, now that takes the cake."

"Take the cake, take the cake!" His dolls parroted.

"Thank you." Capricorn said to the man, who only laughed back in response.

"Bixlow?!" Lisanna exclaimed in shock. The knight turned to the two girls and gave a joking salute.

"Yo, Animal Crossing and Cosplayer. Hope we came at a good time."

"We'?" Her question was answered when a red and green blur rushed past Happy, then the sound of a sheathed sword preceded three fatal cuts opening on the backs on the flies.

"When we saw the signal fire, we came back with Gildarts." Freed explained as the insects faded away

"Thanks!" Happy said cheerfully, then shook his body to remove the fly guts all over him.

"Gildarts here too?!" Lucy asked with renewed optimism.

"It will not matter," Rustyrose growled. "You're just more weaklings for me to kill!"

Bixlow clicked his tongue in response. "Doesn't matter. We don't have the same morals like the rest of our guildmates. You would have got it easy fighting them than us."

"You have wounded so many of our comrades, including our teammate Evergreen." Freed continued with equal vigor. "No rule of mercy will save you tonight."

"Baryon Formation!" Bixlow shouted, and his dolls took position and fired a massive green beam at his enemy.

Rustyrose formed a massive shield on his arm that blocked the attack. "My shield is nigh indestructible!"

"Dark Ecriture: Pain!" Freed formed a series of gestures with his sword and sent several rune lines at him.

"And my feet have the wings of Pegasus." Pairs of wings appeared on his shoes as the Dark Mage took flight, letting the rune spells fly beneath him. "Belfast of Hurricane, wipe these scums out." The raindrops in the air came together to become a metallic wyvern that roared ferociously at the two.

"What is that?!" Happy shouted in terror of the monster, while Lucy helped the weakened Capricorn stand upright.

Bixlow simply removed his helmet and aimed his glowing green glare at the monster. "Soul Magic: Puppeteer." The monster stopped its roar and looked passively at the knight.

"Now die." Bixlow ordered, and Belfast erupted to fragments.

"Impossible!" Rustyrose shouted in shock

"Dark Ecriture:" Freed said as he wrote a set of runes on his body. "Absolute Shadow." As he launched towards Rustyrose, a black demonic armor covered his form before he slashed at the side of the dark mage.

"No way!" Happy's jaw dropped at the sight of his guildmate's strengths.

"That's the power of the Nebula Knights." Lisanna explained with equal awe.

As the two fought Rustyrose, the still injured Evergreen looked at her two teammates with pride as they stood above the terrified Rustyrose.

"Get up." Bixlow growled at the dark mage.

"There is no path of redemption open to you." Freed said in a heartless tone.

"With those two serious, we can actually win." Lucy smiled. She then turned to Capricorn. "You need to head back to the spirit world. I know your body can't hold for long here, even with my magic."

"You might be right, Lady Lucy." Capricorn said, sensing his physical form about to break apart. "But not before I reveal what I know, about Grimoire Heart." With the Celestial Mage looking at him in shock, he continued with his information, before returning to the spirit world.

"I'm actually feeling fear." Rustyrose said as he got up from the ground. But he then smirked as he pushed in his glasses. "What a lovely inspiration! Ghost of Britear, Devour these fairies!" A sea of hundreds of ghouls came forth and flooded over the land towards Bixlow and Freed, both standing guard for the attack.

* * *

"Evil Explosion!" In her Beelzea form, Mira released a sphere of black magic, then threw it at Ultear. Ultear only smirked as she held her orb in front of her. When Mira's spell came close enough to Ultear before exploding, the orb easily absorbed the explosion before breaking apart

"Such ferocity," Ultear said nonchalantly as she reformed the orb. "Perhaps I should have had 'Zeref' control you instead of Laxus.

 _You need to calm down, Mirajane._ Beelzea said to the fuming Take-Over. _You're letting your emotions take-_

 _Shut it!_ Mira hissed back. _Sitri!_

 _Let's rip this bitch a new one!_ The crude demon shouted as Mira changed into her new form, then charged at her opponent.

Ultear remained unfazed, sending her orb along her arm towards Mira, right before it become dozens of spheres. As they came at her, Mira easily sliced them apart, leaving burnt glass shards all over the ground.

"Not bad." Ultear complimented, to which Mira only scowled.

* * *

Back on a Tenrou Tree, a series of explosions danced on a massive limb as Lyon ran from their flames.

"Ice Make: Flying Fox!" Quickly forming the ice bat, he used it to leap off the limb and another another before it was set aflame. The smoke from the explosion then flew towards him, coating him entirely.

"Your golems of ice have little chance against my magic." Azuma said to the ice mage. But from the smoke came a massive ice gorilla that snarled as it came towards the plant mage. Azuma moved out of the way as the gorilla broke the limb he was standing on. But the gorilla was easily destroyed as the broken wood fragments were lit on fire.

As Azuma landed onto another branch, he saw Lyon being lifted into the air by his flying fox before it threw him towards him. "Ice Make: Lion!" Both Lyon and the ice gauntlet let out a ferocious roar as they dived towards his opponent.

Azuma summoned various vines to shoot towards the ice mage, with one wrapping around his arm before it began to ignite towards him. Lyon quickly turned his gauntlet into a massive shield before using it to block much of the explosion, granting him the chance to land onto a lower branch partially scratched.

"Ice Make: Eagle!" Dozens of ice eagles came from his hands. Azuma prepared to deflect them, but became surprised when they attacked the inner portion of the branch instead, eventually breaking it and causing him to fall.

Before he could aim to another branch, Lyon came at him once more with his Lion Gauntlet, aiming a strong strike at the plant mage's face that almost sent him out of the tree, but at the last minute he had several branches emerging from a limb catching him.

"I'm intrigued." Azuma said as the ice mage scowled at him. "I was expecting to be disappointed, seeing that I felt you weren't at the level of the Titania, or even the She-Demon or the Heaven's King. Yet you proved quite the challenge. Perhaps it is because we are the same, two warriors seeking to become the strongest by any means."

"Maybe one time I was like that." Lyon countered. "But now my only goal is protecting Fairy Tail."

"Was that why you were trying to push me off here?"

"I know your magic is related to controlling plants. But you can also cause them to explode at your will. You need this tree to create a large enough explosion, thus wiping the island clean of me and my guildmates, letting you claim Zeref at ease." Lyon then saw the plant mage frowned. "What is it?"

"Observant, but you are wrong on one account. Yes, my magic relates to the Green, as it is the Arc of Trees. And my explosions are part of that magic, for it the result of condensing the magic within the trees. But the true power lies in the Earth. The Green absorbs raw magic from the ground with their roots, then release them into the air after using some for their growth. With my magic, the power in the Earth now follows my will."

"Power of the Earth?"' Lyon asked in shock.

"As for your guess of my plan, that is where you are wrong." Azuma said as the tree began to shake violently. "I came to this island for one purpose, to control the island's magic!"

"What did you say?!" But Lyon couldn't ask more as he saw the roots of the tree erupting out of the Earth.

"You are right in assuming this tree's destruction," Azuma said coldly. "But this way is much less exaggerated than your guess."

"You-" Lyon could only look in horror as he realized the full implications. "You bastard! What did you do to our sacred land?!"

* * *

With its roots free from the ground, the Tenrou Tree had no support as it began to tilt off balance, with the landmass above shattering to chunks of earth falling into the sea.

"What's going on?!" Doranbolt shouted as he witnessed the calamity in front of him.

* * *

"Sir!" A Rune Knight called for Lahar. "Something's happening to the island!"

"That giant tree is falling!"

* * *

"What the hell's happening?!" Gajeel shouted as he and others ran from a falling limb of the massive tree.

"Just keep moving!" Lily yelled back.

But before they could take another step, all of them felt their energy seeping away. "I don't… feel good..." The Dragon Slayer groaned as he collapsed to the ground.

"My strength… is leaving…" Levy said weakly as she and the others fell one by one.

"All my power…" Kagura groaned. "All gone!"

"What curse is this?!" Cana shouted with what was remaining of her strength.

* * *

"Urghhh!" Lucy groaned as she and the others collapsed.

"I don't feel so good." Happy moaned weakly

"Bixlow… Freed…" Lisanna shouted in worry as the two Knights were knocked back by Rustyrose tendrils.

"Well done, Azuma!" Rustyrose laughed.

"What's happening?" Freed questioned as he felt his magic plummeting.

"I can't even move…" Bixlow groaned.

"Can't… move…" His dolls plunked down to the ground.

* * *

"Gaah!" Gildarts, also weakened by the unknown phenomenon, was forced to kiss dirt as Bluenote slammed him down with his gravity.

"What the hell's happening?!" Gildarts said as he failed to fight against the force pinning him down.

"That bastard Azuma and his weird orders." Bluenote said as he looked back at the collapsing tree.

* * *

"N-no!" Mira could barely stand as her transformation broke apart with her magic wanning.

 _Something's wrong, Mira!_ Sitri shouted.

 _No choice,_ Mira gritted as she saw Ultear walking towards her.

 _Don't do it!_ Beelzea shouted at her.

"Ex-extinction Mode!" A purple aura surrounded Mira for a brief second, before she screamed as it faded away and she collapsed to her knee.

"What a reckless move." Ultear mused as she picked up some stray acorns. "I must thank Azuma for this turn of events."

 _I can't lose… to you…_ "Argh!"

Ultear lifted the girl up by her white locks. "I can't take the chance of you living and coming back to kill me, can I?" She asked to the demon's rage expression. She then dropped the acorns around Mira, then used her time magic to cause them to grow quickly.

"No!" Mira shouted. But it was too late as the fast-growing trees began to imprison her, with Ultear letting go once the bark prison kept Mira from moving.

"Let's hope we won't meet again, Mira." Ultear said as she picked up Zeref and went on her way.

"Laxus…" That was Mira's last word before everything went back.

* * *

"Even with Gildarts able to stop Bluenote," Hades said as he watched the destruction unfold. "Azuma's control of this island now guarantees my victory.

"Do you see now? Your children have no chance of survival anymore."

* * *

Lyon quickly moved across the rising roots as he avoided falling branches and shaken earth. "What is this even about?!"

"Master Hades knows well of this island." He looked around as he tried to find the source of Azuma's voice. "Years ago, Mavis Vermillion and Warrod Sequen enchanted this tree for two purposes. To the enhance the magic of all who wear the Fairy Tail's guild mark on this island, and to protect their lives from the grasp of death."

 _Is this why the exams are here?_ Lyon asked himself. _To be at our strongest with no risk of killing each other?_ His eyes then widened at another realization. "You destroyed this tree, then that means-"

"The island's power and enchantment now follow my orders." Azuma stepped out of the rubble to reveal himself. "The life protection has vanished, and the wizards of Fairy Tail will now have their magic slowly drained away, removing the final struggle that keeps them in our way."

"You can't do that!"

"It is too late." Azuma said as the echo of the fallen tree travelled across the island. "Fairy Tail will be eradicated tonight."

Lyon frowned, then glared at the man. "Why?"

"It was my Master Hades's orders."

"No, why am I not affected? Why do I still have my strength?"

"I have the situation to my desire. The control of this island's magic place your comrades' lives on death's doorsteps. And you can't rush out to save some without leaving the others to die in their place. The only chance of saving them is by defeating me. Will you use that goal as your strength, Ice Mage?"

Lyon glared, his ice magic surrounding him with a cold fury. "If that's what it takes, then I'll rip Tenrou and Fairy Tail free from your bloodstained hands!"

* * *

 _In an unknown harbor, the sea remain calm as a black haired boy with red eyes looked out to the distances, waiting for an answer to the questions he held for so long._

" _So much had happened." The boy said to himself. "The S-Class Exam shouldn't have ended this way."_

* * *

 **The stakes are at an all time high. Can our Yandere Ice Mage stop the Warrior of the Green? Find out next we-**

 **Mira: DigiXBot?**

 **Huh, what is it Mira?**

 **Mira: You have classes next week.**

 **Ah shit. Well in that case, you'll have to find out either during Spring Break or Summer Break, depending on my course load. Leave your reviews, and don't forget to follow or favorite. See you all in a couple of months**


	65. Between Fauna and Flora

**What time's it? Spring Break! It's time to celebrate~**

 **Gajeel: Fuck! You're singing High School Musical?!**

 **What? Anyway, welcome back everyone. I manage to get time to write down this chapter. Hope you find the upcoming match satisfying.**

 **Lyon: It will definitely be a great challenge. I look forward to it.**

 **Thanks! Anyway, I want to thank turn forever you and me,** **Fithharmonylovaa, shiorinx, blackmailingqueen, Cosmos11, Star-The-Writer, SkyAngelus, Demon Shadow5000, Zraul Prime, dischead for favoriting and following Alternate Tail. I also want to thank Fin-Fish Jun-Tenshi, ligerscool, Ray Akaba 210, OneWhoCharms, Circe, DeAmonQuEen, and blackmailingqueen for their reviews. Glad you enjoyed the set up from the last chapter, and I can tell your anticipation for this one.**

* * *

 **Alright then, time for the disclaimer.**

 **Freed: Not a problem. DigiXBot does not own Fairy Tail.**

 **Bickslow: Not sure he even owns common sense.**

 **Bickslow's Dolls: Common Sense! Don't have any!**

 **Hmpf, says the pot to the kettle!**

* * *

 **Between Fauna and Flora**

" _It is too late." Azuma said as the echo of the fallen tree travelled across the island. "Fairy Tail will be eradicated tonight."_

 _Lyon frowned, then glared at the man. "Why?"_

" _It was my Master Hades's orders."_

" _No, why am I not affected? Why do I still have my strength?"_

" _I have the situation to my desire. The control of this island's magic place your comrades' lives on death's doorsteps. And you can't rush out to save some without leaving the others to die in their place. The only chance of saving them is by defeating me. Will you use that goal as your strength, Ice Mage?"_

 _Lyon glared, his ice magic surrounding him with a cold fury. "If that's what it takes, then I'll rip Tenrou and Fairy Tail free from your bloodstained hands!"_

* * *

Lyon grabbed onto his shirt as he ran towards Azuma, then pulled it off and threw it at the plant mage. Initially startled, Azuma swiped the article of clothing away, only to then witness a flock of ice eagles heading towards him. A second, sudden swipe enabled a curved limb to grow from beneath him and intercept the attack.

He then heard a large thump from behind him, spotting Lyon slamming his hands onto the limb. "Ice Make: Panther!" The wood began to crack apart from Lyon to Azuma, and it broke apart beneath Azuma as a panther made from ice burst from within. Azuma easily shattered the creature with a single kick.

"Folium Slice!" At Azuma's command, leaves snap off the nearby branches and shoot towards the ice mage.

"Ice Make: Shield!" The Dynamic Wizard quickly formed a barrier that kept the projectiles off him. However, the shield started to break apart from each impact, the edge being clipped away slowly.

"Ramus Sica!" This time small branches flew at Lyon like a hundred sparrows, moving through the cracks and slicing at his skin.

"Dammit! Ice Make: Flying Fox!" Bringing his hands together, he used the newly formed ice bat to fly away from the projectiles and land on a nearby limb. Slamming a hand on the wood, he shouted "Ice Make: Rhinoceros!" and created a massive horned beast. The ice rhino snorted as it miraculously leaped off the branch and charged towards Azuma.

Azuma raised his hand into a fist and shouted "Tree Fist!" as the rhino came close to him. The mossy bark beneath him shifted and changed until it was a fist as large as himself. Thrusting his real fist forward, Azuma caused the wooden fist to slam into the rhino shattering it immediately.

But the plant mage was barely able to notice Lyon above him with the ice bat. Lyon cause the flying fox to shatter and let him fall towards Azuma with his fist extended. Azuma moved out of the path, then send a roundhouse kick that Lyon barely dodged. The two parried against each other with kicks and thrusts.

Dodging a right hook, Lyon was able to send an uppercut at the plant mage. But Azuma recovered fast enough to send an upward kick to his opponent's core, kicking him away.

Recovering quickly, Lyon slammed his hands together and shouted, "Ice Make: Ape!" forming the massive ice gorilla in the air. The gorilla roared as it dived towards Azuma, ready to smash him under its massive fists. But as it was about to make contact, Azuma trusted his hands to the air, and numerous wooden tendrils came from the limb and struck through the ape. The tendrils started to converge towards each other.

Lyon slammed his hands together, forcing his creation to shatter. With its destruction, he saw the tendrils now formed a wooden cocoon

"Ice Make: Snow Tiger!" Forming the new creature quickly, he sent it to destroy the cocoon. But after a swipe of its claw, the cocoon was revealed to be empty.

"Where did he go?" Lyon gasped. In his confusion, he did not see two hands rising from the bark behind him before they grabbed him by his ankles.

"What?!" Before he could command his creation to aid him, a series of small explosions danced on top of the bark in front of him on a path towards the tiger, before becoming a explosion that shattered the beast.

"Now!" Azuma roared, his head rising from the bark. "Tower Burst!" A pillar of fire erupted from beneath the ice mage. Lyon screamed in agony from the immense heat, feeling that his skin was about to be burned off him.

When the fire faded, he collapsed on his knees. As he got off the ground, he saw Azuma standing on a large branch far from him.

 _That man is too powerful._ Lyon thought as he studied his breath. _Of course, he did beat Kagura and Erza, so he isn't a run of the mill wizard. But not even the rhinoceros or the gorilla could beat him._

 _Which animal can even stop him? Armadillo? Armored but too slow. Frost Ants? Good for trapping him, but his fire tricks will just melt them. Cookie-cutter Shark? Shit, I'm getting desperate._

"Is that it?" Azuma questioned the ice mage with an annoyed expression. "Are you that dependent on your creations? Even Rustyrose could give more of a fight than you."

 _No, there's one ice animal. One that needs every bit of my magic._

"I have saved this just for this moment." Lyon said as he rose to his feet. Slamming his hands together, mist surrounded him before he yelled out, "Ice Make: Lycanthrope!"

The mist condensed onto his body before becoming the familiar gauntlets and helmet.

"Maker Sentry?" Azuma said in a tone both curious and amused. "The strongest spell of a maker mage. Your desperation is clearly showing."

"Good, because the corned beast will fight back!" Lyon crouched himself before springing towards his opponent, jumping off the nearby branches.

Azuma trusted his hand forward, commanding three massive vines to shoot forward towards the ice mage. Lyon landed on one of them, planning to use it as a path to his opponent.

 _For my guild. For everyone! I can't lose!_

"Such raw emotion!" Azuma praised as he caused smaller vines to come from the main three and attack Lyon, only to be swatted back by his claws "Such will! You proved quite a fight, Ice Mage!"

Lyon could not keep all of the vines away, and before he could even get a yard distance from Azuma, they managed to tangle around his limbs and tie onto him tightly, beginning to pull his limbs from their sockets.

 _Must move…_ But even with all his strength, the ice mage could not break free.

"Now you will taste all of this island's power." Azuma shouted as he struck his arms to the heavens. "Sleeping under Tenrou, I call upon the sleeping magic of its Green! Terra Clamare!"

The vines glowed for a few seconds before self-combusting. But the explosion that followed was nothing like Tower Burst. Instead, what emerged was a massive sphere of fire that swallowed both Lyon and the nearby branches, spreading yards around. The ice-mage's screamed were amplified by the flames, as it took on a face of agony before breaking apart, then flung its victim down into the undergrowth below.

Azuma's body shook uncontrollably as he took notice to the fire damage on the massive tree, then looked down at the ice mage, partially buried under a pile of burnt vines. His body was full of cuts from the vines that were painfully cauterized by the fire. The claws on his gauntlets were broken off and scattered around him, and half of his wolf helmet was destroyed. From the distance, Azuma could not tell if the still Lyon was alive or dead.

"You had an admiral spirit." Azuma started with an arrogant grin. "But you were clearly outmatched."

* * *

"Why is Juvia even doing this?" The water mage mumbled as she dragged Merudy's unconscious form from the water

"Between our fight and Azuma-san taking the magic, she's helpless." Juvia sighed. "Juvia knows she should kill her, but…" she frowned. "But she can't."

"Ly...on…" Startled, Juvia looked down and saw the Maguilty mage muttering. "Ly... on…"

 _What is happening to her…_

* * *

"Merudy?!" Hearing the sudden shout, Azuma looked down and that the ice mage was wide awake, breathing heavily from the strain

 _How is he still alive?!_ Azuma thought, amazed at such a sight. _He was blasted with the entirety of Tenrou Island's power!_

 _Snap out of it Lyon._ The ice mage reprimanded himself as he got on his knees, . _If you fail here, she'll die. Everyone will die. Gajeel. Levy. Lily. Mira. Kagura. Carla. Merudy. They'll all die if you do!_

 _I won't die._ He thought as he forced himself onto his feet. _I won't fail!_ "I won't lose!" He brought his hands together and reform the Ice Sentry armor, looking as if it had been damaged. Lyon showed a determined grin as he leaped up once more towards the plant mage.

Azuma quickly raised his hand and sent the vines at his opponent. But the ice mage did not falter as landed on a vine on all fours and ran across the plant. The two vines attempted to strike at him, but leaped over them before cutting them apart.

Azuma jumped out of the way before Lyon could even graze him, causing the ice mage to use a branch in his path to jump back. Azuma held his ground as he cause five thick limbs to grow from beneath him.

Lyon extended a single claw as used it to cut through the plant builds. However, his claw was able to cut through four of them before stopping halfway through the last one. Azuma had a slight tremble as his smirked aesthetically. "How frightening."

Sensing the ground shifting beneath him, Lyon quickly pulled his claw back and leaped back as vines bursted from the bark. He turned around quickly and cut down a hand made of manipulated plant matter. Rotating back to his opponent, he charged once more as Azuma leaped away. While jumping after him, Lyon place a hand by his head and formed the lower jaw of his helmet, then used his to snap intensely onto the plant mage's arm.

Azuma cringed, yet he showed no sign of yielding. Lyon made the jaw bite even harder, but he was soon startled when he did not see blood seeping from Azuma's wounds, but a thick, golden substance.

 _Is that… sap?_

In his confusion, Azuma took the time to throw a kick at his opponent's throat, forcing Lyon to release his kick and allowing Azuma to slam him down to the earth with his fist.

As Azuma landed, he spotted the fresh wound, and seemed shocked at the sap flowing out of it. "To think he would trigger it." He let out a maniacal laugh, amusement clear in his voice as he summoned leaves to seal the wound close.

Lyon coughed out blood as he got up from the undergrowth. "Don't know what that was, but it might mean he's weakening." He charged once more at Azuma.

Azuma only grinned as he sent half a dozen vines at the ice mage, who was force to stop and slash away the attacks. "Such animal spirit! It's enough to make my heart race! My magic is being pushed to its limit!"

In his eagerness, he sent more vines at Lyon, eventually overpowering the ice mage and wrapping around his limbs. His arms and legs were pulled apart as another vine wrapped shut the jaws of his helmet.

"Move!" Lyon growled as he struggled to break free. "Move!"

"I wished I asked for your name." Azuma said as he lifted his uninjured arm to the sky. "I never met a man that shared the same battle lust as I have. So now, I will end you with the power you sought to retrieve. Unleash Tenrou, Terra Clamare!"

The vines holding Lyon glowed, and soon they ignited into a massive explosion that filled the gaps of the fallen Tenrou tree. Lyon lost his senses the moment the flames consumed him.

* * *

All over Tenrou Island, the struggling fairies looked up and saw the immense eruption at the center of their sacred island. None of them could explain why, but a great feeling of dread filled them.

But amongst them one could guess what's happening, as Gajeel growled at the explosion. "Lyon…"

* * *

Lyon floated aimlessly in the superheated air as the flames were ready to devour him.

 _It's over…_ He thought hopelessly. _I couldn't beat him. I failed everyone…_

"Is that it, Ice Prick?" A crass voice stirred him awake as he saw Gajeel standing in the air in front of him.

"Gajeel?" The only response he got was a sudden punch at the face.

"The hell was that for?!" Lyon yelled.

"You're a Fairy Tail wizard, right?" Gajeel questioned. "So why are you talking like you're giving up?"

Lyon gasped at the question, and he almost lost his breathe at the sight of his other guildmates, their sight slowly restoring his hope.

"Don't give up Lyon." Levy said.

"You're not dead yet." Mira encouraged.

"We believe in you, Lyon-san." Kagura said.

"Our will is with you." Lily stated.

"You're far too stubborn to lose." Carla commented

"Stand strong, my child." Makarov said.

"Show that plant-punk who's a real man!" Elfman roared.

"Just hold on a little longer." Lisanna said.

"Don't give in." Cana said.

"We're counting on you." Gildarts said.

"You still have your spirit, remember." Merudy smiled at him.

"You're right." Lyon said, eyes wide with realization. "I still have my- no," The air became a comforting cold around him. "I have everyone's spirit!" A powerful, glowing blizzard then surrounded him.

* * *

Azuma smiled as he saw the explosion reached its climax. "So that it's." But to his shock, a white figure bursted out of the fire. It was covered all over with scales made of ice. Angel-like wings and a demonic tail came from behind, while a bow like structure burst from the left wrist. A katana made of ice was in its right hand, and a wolf-like helmet protected the figure's head.

"It can't be."

Lyon, with Ice Aera Wings, dove straight down towards Azuma. The plant mage quickly summoned dozens of vines to take him down, but they were either blocked by Lyon's ice scales, knocked back with his tail, sliced with his katana, or blasted by an ice eagle launched from the wrist-bow.

Lyon swung the katana down at Azuma, who barely managed to dodge the blade as it shattered upon hitting the earth.

"Beast Arm!" An animalist claw covered his hand and gave a fierce punch at Azuma, forcing him to spit out a mix of blood of swap as he was pushed back.

 _Where did he get that power?!_

Lyon broke the gauntlet and slammed his hands together. "Seith Dolls!" Five Tikki dolls flew from his hands. One by one, he shot them with the bow at Azuma, who managed to shatter them with a series of kicks.

"Ice Cards!" The bow broke apart and reformed in his hand as a set of ice cards, which he threw at Azuma with pinpoint accuracy.

Azuma summoned a growth of green to block the projectiles. But in the distraction, Lyon flew from behind and perform in-air cartwheel, slamming his tail at Azuma's back. Azuma mustered the energy from the tree and formed an explosion that blasted him back. But he breathed heavily as a result from the strain

 _Could it be,_ Azuma thought as Lyon landed on his feet abruptly, causing his wings and tail to shatter. _That the magic of Tenrou, which I'm controlling, is aiding him..._

"Ice Make: Maguilty Sodom!" The ice scales fell off Lyon's body, only to reform as several blades in the air. Structuring a palm forward, he sent the blades at Azuma. In his weakened state, Azuma could not move in time as the blades struck his forearm, waist and right leg. He held back a scream as tree sap erupted from the wounds and sprayed into the air.

"I know now…"

"It's over for you!" Lyon roared as he reformed his ice-claw gauntlets, then charged towards him.

Azuma tried to move, but it seemed that his feet were rooted to the ground. He weakly moved his right hand and sent several small vines in an attempt to stop the ice mage.

"The guild's power… it's not the individual or the sum…"

"You can take our magic…" Lyon roared as he sliced away the incoming vines, not slowing down as he came closer and closer to his target. He felt the will of his comrades, their hopes, dream, guts, and strength, pushing him forward.

"What a guild…" Azuma smiled as he awaited the inevitable. "How splendid they are."

"But you can't take, OUR SPIRIT!" And with the sound of a tree snapping, Lyon plunged a single claw through Azuma's chest, coming out the other side coated in a golden sap.

"Thank you…" Lyon gasped as he felt the vigor of victory filling him. "Everybody…"

He looked straight at his opponent's face, slightly unnerved at the weak smirk. "Well done." Azuma complimented wholeheartedly.

"You're dying." Lyon said in a matter-of-fact tone as he saw Azuma's skin hardening into bark, his long dark hair slowly turning green.

"No. I am being reborn. A side effect, of using my magic too much.

"By the way, I never did get your name."

"Lyon Vastia."

Azuma let out a strained chuckled as he felt his feet becoming roots that dug into the soil. "How amusing, you use a wolf armor, yet your name and spirit are that of the king of beasts. My name was Azuma. And by my word, I will return your guild's magic…"

Azuma's body glowed for a few second before a golden pulse eliminated from him, spreading far to the island's border.

* * *

The pulse made its way over the island, passing through Gajeel and the other.

"What was that?" Gajeel grunted as he got up.

"I'm feeling, restored?" Levy said in confusion as she helped the unconscious Cana up.

"I think our magic's back!" Kagura exclaimed.

* * *

One moment the two were at Rustyrose's feet, the next moment Freed and Bickslow began to rise up.

"Looks like we're back in the game!" Bixlow smirked. "Get him, babies!"

"Yeah! Let's get him!" His dolls flew forward and tackled into Rustyrose, putting him off balance enough for Freed to launch forward and leave a long cut at his chest.

"Yarrghhh!'

"Look's like our magic's back!" Lucy cheered.

"But what even cause it to go missing in the first place?" Lisanna asked worriedly.

"Dammit, Azuma." Rustyrose gritted as he placed a hand on his bleeding chest. "Don't tell me you failed!"

* * *

"So without his magic," Blue Note said as he stomped on the weakened Gildarts's head. "The Crash Warlock is nothing but a mere man."

But he became shocked when his foot was caught by a firm hand.

"It's back?!"

"Congratulations," Gildarts said, a vicious grin on his face. "You ruined my chance to be calm teacher." He pushed his hand upward and send Blue Note flying back. "I wanted to make a good impression on the kids too!" Gildarts rose back to his feet and cracked his neck.

After tumbling on the earth for a second, Blue Note steadied himself onto two feet. "It seems you want to be serious. Very well," He smirked dangerously. "Let's really start this fight,!" He held his hands forward, and the pressure in front of him began to increase. "And get serious! Black Hole!"

Clapping his hand together, a black sphere appeared just a stone toss from him. The sphere shook violently as air and dust flowed rapidly towards it.

"What the hell is that?!" Gildarts shouted, feeling himself being pulled towards the sphere slowly.

"That is a point of infinite gravity, that will swallow up everything! Now fly Gildarts! Fly to oblivion!"

* * *

"Enough games!" Rustyrose shouted. "Come forth, Tower of Dignir!"

The ground shook as the massive stone tower erupted from the earth, trapping the five fairies within its structure.

"What is this?!" Freed shouted.

"I can't move!" Bixlow yelled.

"Can't move! Can't move!" Even his dolls were stuck halfway in the building's walls.

"How do we get out?!" Happy screamed in terror.

"Prepare to face destruction!" Rustyrose laughed.

"Shit!" Bixlow cursed as he used his free arm to remove his helmet.

"Your figure eye can't work on him while he's wearing those glasses!" Lucy argued.

"I'm not aiming for him." Bixlow said as he gazed towards the medical tent. A manly individual from below fisted his heart in understanding. "I need your body."

"Then you better use it well." Hearing the familiar voice, Rustyrose turned around, only to receive a roundhouse kick to the head from Elfman.

"Nice work!" Bixlow cheered as the tower evaporated, freeing him and the others.

"Freed!" The Rune Mage turned to the shout and saw Lisanna in her Winged Form. Nodding, he placed the sole of his boots against Lisanna's.

"It's up to you!" With an immense kick, she launched him straight at the recovering and terrified Rustyrose.

"On it!"

* * *

Gildarts marched forward as he aimed his hand towards the black hole, which was pulling him harder and harder. But suddenly, the sphere started to form cracks.

"What's happening?!" Blue Note gasped. His shock swallowed him when the black hole fragmented apart.

"You want to fly so badly?" Gildarts asked. "Let me help you with that." He pulled his fist behind him. "Crushing Evil, Spreading the Truth: Empyrean!" He sent his fist straight into Blue Note's jaw. The air cackled as Blue Note was accelerated to hundreds of miles an hour in a few seconds towards the stratosphere, leaving sonic booms in his wake.

* * *

"Dark Ecriture: Destruction!" With a slash of his rapier, Freed cause the previous cut to open wildly. Blood sprayed in the air as Rustyrose was sent up for a few seconds before crashing back down. Freed smiled proudly as he heard his guildmates cheer in triumph.

* * *

"You are strong, as expected from a disciple of Ultear's mother." Azuma said.

Lyon's eyes widened. "Whose mother?"

"You did not know. Our strongest, Ultear, is the daughter of the ice wizard Ur. But don't expect her to help you. She has confided that she hates Ur with full passion."

 _The Ultear that corrupted Laxus, was Ur's Ultear…_

* * *

 _A young Lyon searched through his master's home, hoping to find her and have her teach him more ice spells. He spotted the familiar head of violet hair in a room and made his way there. But he was frozen at the doorway when he spotted silent tears falling from Ur and landing on a picture of a violet-haired girl._

* * *

 _That's why it was familiar before!_

"Any other connections I should know." Lyon gritted out.

He didn't expect an answer, but Azuma was so keen to give one. "Wasn't it obvious when we found this island?"

"What do you mean?" Lyon asked in confusion

"I was the first to join Master Hade's cause." Azuma said as the growing bark covered his eyes. "I joined hoping to find a worthy opponent in the New Magic World. And to me he confined his past. Before, he was Fairy Tail-"

"Fairy Tail's what?!" Lyon asked frantically. But was too late. Azuma's face had faded into the bark, his arms already becoming long limbs that grew out aimlessly.

In frustration, Lyon pulled the claw out upward, splitting the tree into two.

 _What did he mean? Was their master… a member of Fairy Tail?!_

 _But why did he betray us? And why does Ultear hate Ur so much?_

* * *

Far away in Era and deep in the Magic Council Detention Facility, a blonde hair man sat in his cell, wearing only a white pair of shorts and had his hands cuffed behind him. He was completely silent until...

"Mira."

A frog-like guard stopped outside the door to his cell. "Did you say something, Stormorse-sama?"

"Don't call him that, moron!" Another guard, this time newt-like in appearance, shouted as he came over. "That man is Laxus, the real form of the ex-councilor Stormorse."

"Sorry, old habit." The frog said sheepishly.

"He destroyed headquarters and nearly destroyed the trust the people had in the Council!"

"Wasn't he controlled by a woman name Ultear-"

"Oh, like I'm gonna buy that cap." The newt-guard pulled a staff from under his robe, then push the tip through the grates. "Watch this." Gripping tightly on the staff, he released electricity from it that struck Laxus, causing the blonde-haired man to grit his teeth in agony

"Never thought lightning could hurt you, huh?" The next said sadistically.

"S-stop it, Nadaru." His partner argued.

"Don't be a wimp." Nadaru scoffed. He then turned to Laxus. "So what were you mumbling about?" When Laxus didn't answer, he continued to shock him until Laxus collapse onto the floor.

"For that behavior, I oughta suspend your meals for a week." Nadaru said. "But, if you apologize to me, say 'forgive me, Nadaru-sama,' I might overlook this." Laxus only responded with labored breathing.

"Say it, you bastard." Nadaru growled.

"M-mira." Nadaru and his comrade stopped at the unfamiliar word. "Wake… up…"

* * *

 _Laxus?!_

Mira's eyes shot open as she got up. But confusion filled her expression as she realized she wasn't in the forest of Tenrou, but in an old church.

"I've… been here before."

"I'm glad you remember." Mira turned to the familiar voice and saw Beelzea approaching her. "It's been 10 years, hasn't it?"

"This was where I beat you." Mira said in remembrance. "Where I fought you."

"Yes." Beelzea stated in a cold tone.

* * *

 _A priest laid on the ground in terror as a tall demon stood over him. The demon smirked as she brought her hand above to strike the priest down, but froze as agony flooded into her. She looked down and saw a gold pike had pierced through her lower body, the flesh around it burning and steaming like boiling water. She struggled to turn her head, and saw that the pike was actually a part of a golden cross, held tightly by a frightened girl with long white hair._

* * *

"Despite being a mere child, you managed to weaken me, then kill me."

"My Take-Over magic activated that day," Mira stated. "Causing your soul to be absorbed into me.

"That's right. And since then we were fused."

"Well, if I can hear you, then my magic must be recovering. Help me wake up so we can find Ultear."

"No."

"What?" Mira scowled as she glared furiously at the demon. "What are you talking about? I need to make her pay for everything she's done!"

"Why should I take orders from a weak master?" As she said this, green scales started to form on Beelzea's skin

"W-weak?"

"Yes. What else to call a human that rushes at an opponent without planning ahead? What else to call a human that would rely on a suicidal trump card in desperation? What else to call a human that is chained down by her past?"

As she said this, Beelzea's body began changing away from Mira's image. Scale-covered ridges formed on her back and popped through the purpled one-piece. Both her breasts and her bellybutton shrank until they were nonexistent. Her mane of white hair turned into oily-black streams that rivered down her neck. Her lower-jaw rose up to become an underbite, with two yellow incisors coming from under the lip

"There is a rule for take-over wizards. Do you know it?" Beelzea questioned. Mira fearlessly nodded as she posed herself for combat.

"A Take-Over must be strong. Otherwise, she will be deposed by the souls she sought to conquer. After nine years, Mirajane, I will break free from you."

 **Oh, boy. This can't be good.**

 **Mira: I never thought Beelzea would rebel like that.**

 **Don't have that problem in canon?**

 **Mira: Not really. I manage to keep them under control. Even Sayla's not that much trouble.**

 **Hmm. Well, that's it for now. See you all in May.**


	66. Tears of Ur

**Oh, man, I am late. I was supposed to have this out the week after class ends!**

 **Gajeel: What the hell took you so long?**

 **Hey, I was really busy on May! I needed to prepare for some internship interviews. Work on a network project with my dad. Binging through Assassination Classroom. Working on other writing projects. Starting Fate- you know, I should stop.**

 **Anyway, I want to thank AnimeTheAwesome1, CalypsoNightshadeValdez12, zman29fan, masontag, Alexandra281, and Predatorlp11 for favoriting and following Alternate Tail. I also want to thank Fin-Fish Jun-Tenshi, stephanieeiche10, ligersrcool, Lieutenant Myst, Ray Akaba 210, Earth Dragon Arnighte, OneWhoCharms, and Animeisheaven for their reviews. Glad many of you liked the fight from the last chapter, and are anticipating the next fight here.**

* * *

 **Okay, let's make this fast. Disclaimers!**

 **Ultear: Alright then, DigiXBot does not own Fairy Tail.**

 **Juvia: All rights belong to Hiro Mashima**

* * *

 **Tears of Ur**

" _There is a rule for take-over wizards. Do you know it?" Beelzea questioned. Mira fearlessly nodded as she posed herself for combat._

" _A Take-Over must be strong. Otherwise, she will be deposed by the souls she sought to conquer. After nine years, Mirajane, I will break free from you."_

* * *

Mira was barely able to roll out of the way as the fish-like demon pounced towards her. Beelzea growled and strikes at her again, forcing Mira to block using her arms.

"Let me out of here!' Mira growled as she was slowly pushed back. "I need to go after Ultear!"

"Is that really your only focus?" Beelzea questioned, pulling back her arm as dark magic pooled around her hand. "Then you are truly hopeless, Mirajane."

She trusted her arm at the human, but Mira was able to redirect the palm upward, releasing a river of black magic into the air.

"Why are you even doing this?" Mira questioned as she leaped back.

"Tell me, Mira," Beelzea said sternly what is the difference between the queen and the horse?"

"What?"

"I don't mean physical difference, and I don't mean the difference in roles." Beelzea scoffed. "The difference I speak of... is instinct.

"The queen must focus on reason to lead both into victory, and the horse relies on instinct to keep both of them alive.

"But what if the queen didn't have her reason? What if instead, the queen was foolish and was willing to bring both of them to death, when other paths were in his sights? Does the horse aimlessly agree?

"If there was no other path, the horse will willingly accept their fate. But if they were other paths, the horse follows her instincts, and fights back against the fool!"

Beelzea activated her wings and flew up, then sent a storm of dark projectiles at Mira, who leaped behind one of the church's pews and used it to block them

"What other paths?!" Mira yelled. "Am I supposed to let her get away with everything? With making Laxus into her puppet? With ruining my friends' lives? With killing Simon?!" She threw the pew at Beelzea, who easily caught it.

"You forgot, it was Laxus that killed Simon. Though, Ultear had her part in that matter." Beelzea stated as she threw the pew away. "But that's not what's important. Your problem is that you are blinded by anger, and held down by your past." With that she sent another Darkness Stream towards Mira, sending her crashing out of the church.

* * *

The moment Mira got up, she found herself in a large forest clearing. "This place, this is where Elfman lost control…"

But as she said that, the world change. Massive stone walls she remembered from her days as a slave rose up to surround her, then Etherion crystals flowered from around the ground.

"I remember that day." Beelzea taunted as she landed in front of her. "You were afraid. Afraid of losing Lisanna like you lost Rob that day. Afraid of your brother suffering the same way as you have. Or rather, afraid of _you_ suffering the same way again."

"I was able to save her then." Mira gritted, blood coming from her lip. "That's different from before."

"Yes," Beelzea stated. "You didn't let it slow you down."

"What are you on about?" As Mira stepped forward, she heard the sound of metal rattling and felt a weight on her arms. Looking down, she saw numerous chains attached to each of her limbs.

"Your weakness, Mirajane, is that past holds you down. You let it decide your path. Your choice to save Lisanna. Your choice to spare Laxus. Your choice to suspect Mystogan and Pantherlily. Your choice to protect Kagura. Your choice to kill Ultear. All because of your failures."

"You're wrong!" Mira screamed as she ran towards her. But the heavy chains slowed her enough for Beelzea to move out of her path then kick her at the sides.

"No matter what you say, your past is a part of you. There's no escaping it. If you're going to let it control you, then there's no reason for me to call me my host."

She moved forward with talons extended, slashing at Mira, who couldn't dodge as numerous cuts covered her frame.

 _I can't lose to Beelzea here. I need to get out and find Ultear for-_

She stopped when the image of Kagura flashed in her head. Then an image of Lisanna and Elfman. Then an image of her teammates.

And then she remembered the funeral, a haunting memory from long ago. She saw the defeated state of her guildmates, her family, as they were by her grave.

 _No, I can't die here. I can't live for revenge. I can't let them suffer like that!_ "I'll live for my family!" With that she used her elbows to deflect Beelzea's attacks, startling the demon enough for Mira to move back.

Mira then grabbed the chain at her arm with the opposite hand and swung the end around. "Even if my past weighs me down, I won't let it slow me down. I'll get strong enough to carry it with me!" With that, she threw the chain at Beelzea. The demon tried to leap away, but to her surprise it wrapped around her right arm, allowing Mira to pull her forward, then pin her to ground.

Mira started relentlessly at Beelzea as she spoke. "I'm leaving here, Beelzea. But not for revenge. I'm leaving so I can protect my guild from our enemies. For that, and that alone."

Beelzea was silent before twisting her underbite jaw into what could be seen as a smile. "Well, you clearly are strong enough. I suppose I know my place now."

Mira calmly but cautiously moved away and let Beelzea get back on her feet. "I'm glad the queen can finally see reason." She chuckled as her form shifted, returning her body to match Mira.

The chains on Mira turned to dust and floated into the cuts, which then faded away as if they were never there. "Glad you think so."

"I'll let you go, though I expect you to have least have a clear path and direction, given the involvement of the Black Wizard Zeref."

"Sure thing, by the way," She smiled at her demon counterpart. "Thanks for knocking some sense into me."

Beelzea scoffed as she looked away. "Don't look too much into it. I only did to avoid the other demons from realizing your weakened state. I'm stuck to this body forever, so I don't want to deal with fools such as Sitri or Lilith taking over."

Mira laughed at that. "Sure thing, Beelzea."

* * *

The tree-based prison stood still under the pouring rain when suddenly it began to shake. Cracks began to form on the bark, and a crack louder than any thunder was heard when the wooden prison broke apart, revealing Mira in her Beelzea form.

"Now," The voice of both Mira and Beelzea said. "Let's do this right."

* * *

"I can't believe it." Levy held a hand to her mouth, only able to stare at the unconscious and injured states of Natsu, Erza, Elfman, and Evergreen. The weakened forms of Makarov and Cana were laid next to them

"So many of us defeated." Gajeel growled. "How could this happen?"

"Even Erza-san and Natsu-san were…" Kagura couldn't finish her statement

"I can start healing them, immediately." Lily stated, summoning his stave.

"I appreciate the offer, but it's impossible to heal all of them." Lisanna said. "Right now, they need rest."

"Sides, there's no way you got enough magic to do it." Gajeel added. Lily frowned, but grudgingly accepted the facts.

"And now master and Cana are hurt as well." Freed said in anguish.

"Well isn't that great." Bixlow muttered, his dolls floating agitatedly.

"It's not over yet." Levy said. "Right now, Grimoire Heart's airship is right on the east coast of the island."

"Airship?" Lucy asked. "I think we can help you with that." She pulled out a rolled-up sheet of paper, then unrolled it, revealing blueprints of a large aircraft.

"Is that what I think it is?" Levy gasped in shock.

"The schematics to Grimoire Heart airship." Lisanna answered.

"How the hell you got your hands on that?" Gajeel questioned.

"Capricorn gave it to us before returning back to the spirit world." Lucy explained. "Since he was controlled by Zoldeo, one of Grimoire Heart's top wizards, he was able to know of their secrets."

"Including the source of their power," Freed continued. "Apparently, they have an artifact called the Devil's Heart, which must be the origin of their guild's name. Basically, it is the source of Hade's power, as well as the ship's. As long as their agents are nearby, they can never lose"

"It sounds like some sort of magic enhancer field." Carla said. "I never knew such things could exist."

"Given what occurred earlier when our magic started to disappear, it does not seem that impossible."

"So if we destroy that heart, it'll be easier to take down Grimoire's master, then." Gajeel asked.

"You're not suggesting going after him?" Lisanna asked him in shock, to which Gajeel glared.

"That guild is responsible for fucking up so much in our lives." He snarled in pure rage. "Galuna Island, the Tower of Heaven, and now right here. There's no way we'll let them get away with that." He didn't see Kagura's eyes widened when he mentioned the Tower.

"If we're going to defeat Hades, we'll need three teams at most." Lily stated. "A defense team for the injured, a demolition team for the Devil's Heart, and an attack team to weaken and then defeat Hades."

"I can be part of the demolition team." Levy offered. "If that Heart is powered by dark magic, then **Íonaigh** can be used to destroy it."

"I've already looked over the schematics, Levy." Freed interrupted. "That device is too powerful for your magic to destroy. But," He placed a finger to his chin. "There might be another way…"

Unbeknownst to any of them, a certain woman was watching downwind from them. _This is far too convenient._ Ultear smirked as she continued to carry Zeref away.

* * *

Juvia sat under a large tree as the rain she created continue to pour. She kept watching over Merudy, who while her magic was at normal level, was still unconscious.

"Juvia." The blue-haired girl jumped to her feet at the call.

"Ultear-sama?" Juvia asked, before noticing the black haired man over her mother's shoulder. "Is that-"

"It is," Ultear answered as she dropped the Black Wizard. "Black Warlock Zeref."

Juvia was completely ecstatic at the news. "But there's been a change in plans." Ultear said. "We need to leave this island."

"But, but Juvia hasn't found Lyon." Juvia protested weakly. "And Mirajane is still out there-"

"I've already taken care of her." Ultear explained. "And as for Lyon, he's most likely going to join his comrades against Hades."

"Fairy Tail is attacking Master Hades?" The water mage gasped. "We can't let them! We need to save Ma-"

"No, Juvia." Ultear interrupted. "Hades is not our master." She smirked. "He's our pawn, and Fairy Tail is our trump card!"

She laughed hysterically. "It's just so convenient! Fairy Tail will foolishly attack him, keeping him busy while we escape! Our dreams will finally come to fruition!"

"So both Fairy Tail and Grimoire Heart…" Juvia said nervously. "Are just our tools, then?"

"That's right." Ultear said, triumph reflecting from her eyes. "All dancing in my hands. I'm not letting anyone take Zeref from me!"

"Who knows?" Ultear mused as Juvia cautiously grabbed Zeref from behind. "Perhaps Fairy Tail might beat him. They did defeat the entirety of the Oracion Seis with a little help. Either way, we'll have Hade's 'eyes' off of us for some time, so let's take advantage of it."

"O-of course." Juvia replied reluctantly.

Ultear was about to start leaving when she noticed Merudy. "Who's that?"

"She's a friend of Lyon and Mirajane." Juvia explained. "She uses Sensory Link."

"What is with Fairy Tail and bringing in Lost Magic users?" Ultear muttered. "You said she was a friend of theirs." With cold eyes, she summoned a sword and held it above the Maguilty Mage.

Juvia looked at her mother in shock "What are you..."

"I'm going to kill her of course. Consider it payback for distracting me with her magic." She held the blade just an inch above Merudy's throat. "I was lucky that Mira didn't take advantage enough to kill me at that moment."

"But she's unconscious!" Juvia protested.

"Just imagine how those Fairies will feel when learning how their precious friend was killed by a wizard of Grimoire Heart." Ultear said, raising the sword upward. "It was about time they truly learn about loss."

"No!" Juvia screamed as Ultear swung the sword downward at Juvia. But before she could, a gush of wind blasted past them, and Merudy vanished before the sword, which shattered when hitting the earth, could strike her.

"What?!" Ultear growled. Turning to her right, she and Juvia were shocked to seeing Mira in her Halphas form holding Merudy in her arms.

' _That was too close.'_ Mira thought. ' _Thanks, Halphas.'_

' _N-no problem, Mira-sama!'_ The demon soul replied.

"You're still alive." Ultear said coldly. "You're quite resilient, Mirajane."

"Just one of my many traits," Mira replied as she deactivated her Take-Over, then looked down at Merudy. "You okay, Merudy."

The Maguilty Mage stirred awake at once. "Mira?"

"Hey, sorry for leaving you." The she-demon said as she gently put the pink-haired girl down.

"Why would you be?" Merudy replied with a confused tone. "I decided to fight Juvia."

"None of this would have happened if I wasn't so blind."

"How sweet," Ultear interrupted. "If you don't mind, I have places to be. Unless you still want to kill me."

"No." Mira said sternly. "I'm not letting my regrets and anger control me. Right now, I'm not here because of the Tower of Heaven." She slammed her hands together. "I'm here to protect Tenrou from people like you! To keep monsters like Zeref from being awakened!"

"Alright then. If you only died in that cage, it would have been merciful. But being a constant interference to my dream," the time mage revealed a cruel, furious smile. "You deserve the cruelest ending possible.

"Juvia, take Zeref to the escape point!"

"R-right!" The water mage started to run with Zeref over her shoulder. But before Mira could go after her, Juvia suddenly collapsed.

"Juvia!" Ultear yelled in worry.

"W-what?!" Juvia shouted in confusion, an intense amount of pain coming from her right leg. She then saw a familiar pink band on her wrist.

"Sorry Juvia, but I'll be taking Zeref!" Merudy shouted, another band around her wrist. "You take care of Ultear."

"Be careful!" Mira called out sternly.

"I will!"

"Juvia won't give up." Juvia gritted her teeth as she moved Zeref onto her back. "Juvia will not fail!" She began to army crawl across the wet ground away from the area.

"Get back here!" Merudy yelled as she crawled after her.

"You pink haired bitch!" Ultear growled as she prepared to send her crystal ball at her before she was sucker punched to the face.

"Your fights with me, Ultear." Mira said with a smirk as she rubbed her fist.

"Alright," Ultear replied, rage in her eyes. "Prepare to die!" She sent the crystal sphere straight at her opponent, but Mira backflipped away in time to avoid it.

"Satan Soul: Beelzea! Darkness Stream!" Once she transformed, Mira sent dozens of black blasts straight at Ultear, but the time mage summoned her sphere and used it to absorb the attack, turning dark black before it shattered apart.

"Let me show you why," Ultear reformed the dark black sphere and sent it towards Mira, who couldn't move back in time before it released her attack back at her, sending her crashing into a tree. "I'm the strongest of the Seven Kins!"

' _Shit!'_

' _Be careful of that magic!'_ Beelzea warned as Mira steadied herself.

' _Right! Sitri!"_

' _Got it, boss!'_ Mira transformed again and charged forward.

"Same old tactic." Ultear taunted as she dodged a steaming fist before sending a roundhouse kick. But she did not predict it being deflected by Mira's elbow, putting her off balance enough for Mira to launch her knee into her gut.

Pushed back, Ultear saw Mira jumping up for an air attack. Snapping her fingers, she caused the raindrops in the air to become solid ice shards. Grabbing them from the air, she threw them at Mira. Another hand trust and the ice shards quickly became steam in Mira's face, blinding the she-demon enough for Ultear to roll forward and let her crash down.

Taking advantage, Ultear grabbed the unbalanced Mira from behind and used a suplex to slam her head into the earth. But before she could claim her victory, thousands of joules of heat traveled into her hand.

Ultear jumped back, her palm red from burns. "As expected from Count Sitri, a baron demon."

"Man, that hurts." Mira mumbled as she got up and rubbed her head.

' _We got incoming!'_ Sitri shouted. Mira's eyes widened as she saw Ultear slamming a fist into an open palm. ' _Oh shit…'_

"Ice Make:" Ultear shouted. "Rosen Krone!" A path of rose bushes rushed towards Mira, who jumped away with a few thorns sticking into her left leg.

"That magic," Mira gritted as she grabbed the ice thorns and ripped them out, causing small streams of blood to leak away. "Your name, too. You're Ur's daughter, aren't you? The daughter of Lyon's teacher and Gildarts's teammate." She used her heat to cauterize the wounds.

"That's right." Ultear answered coldly. "At least by blood. But that doesn't matter. I want nothing more than to kill her. One of the reasons I helped Gray with his foolish ambitions."

"You were at Galuna?" Mira asked in shock.

"Every path I take is because of my hatred for that woman. I learned Arc of Time because it can beat her maker magic."

Despite her pain, Mira managed to smirk. "And yet you use ice magic. You're still Ur's kid."

"Shut up!" Ultear sent her sphere into the air, making it travel behind Mira and slam her at the back, pushing her forward for Ultear to create several sharp bushes around her, leaving more cuts.

"Doesn't matter anyway." Ultear said. "I'll use my mother's magic and her bane in order to reach the True Magic World. To finally reach my dream!" As she caused her ice constructs to melt and remove the topsoil, she used her magic to make the ground beneath Mira erode away from time, creating a massive sinkhole that Mira was barely able to avoid.

' _With both of her magic, she's keeping me off guard.'_ Mira thought, her heart working overtime to keep up with the strain.

' _She may share the same magic as her mother,'_ Beelzea advised. ' _But it isn't_ hers _completely.'_

' _I'm getting you.'_ Mira smirked back. "Satan Soul: Kitsune!" Transforming once more, she activated her flame gauntlets, causing the rain around her to become steam.

"That again," Ultear tsked. "That won't work on me." She trusted her arm forward and force the steam to condense into water. But she was surprised to find Mira missing from her sights.

"What?" She floated the sphere above her arm, searching the forest for any sign of her opponent when a flash of white moved past her vision and snagged the sphere from her.

"Enchantment," Mira said, holding the sphere in her paw-like grasp. "Disunion." Fire-colored bands surrounded the crystal orb.

"Let that go!" Ultear shouted. But soon shock was sketched on her face when she saw the sphere no longer obeyed her thoughts.

"You used a special type of link magic to control it with telekinesis with your Arc of Time," Mira said. "However, without it, you're limited in how you use it." She threw the orb at Ultear, who simply kicked it away.

"I never thought I would meet someone that I could hate as much as my mother," Ultear said, as she braced herself for using her ice magic. "But you, Mirajane, are starting to approach that. Ice-Make: Rosen Krone!"

Ice roses grew towards Mira who barely manage to leap away from them into the trees.

 _The fact she's coming close…_ Ultear thought. _Close to how I feel about the woman that abandoned me..._

* * *

' _And left me at the Bureau of Magical Development.'_

 _A frightened young girl wearing a white smock was strapped to a metal table as men wearing white cloaks aimed various prongs at her._

" _That's it," A man with tanned skin and long white hair said. "Continue her magic enhancements."_

" _Yes, Brain-sama." One of his subordinates said before sticking a needle into the crying girl's arm as another kept her mouth shut to prevent screaming._

* * *

In her anger, she did not sense Mira appearing behind her in, before she slammed into Ultear and cause the two to roll on the ground, away from the ice roses and towards a cliff.

* * *

' _I was subjected to dozens of experiments.'_

 _In a cold, stone cell, a Bureau researcher carelessly dumped a tray of goo-like food in front of the still Ultear. The researcher took her expression as defeat and walked away._

' _I was no different than a common lab rat to them.'_

 _But once he left, Ultear got up and started to remove some of the bricks in a wall. She squinted as bright sunlight entered her cell._

' _But one day, I found out how to escape. And I started racing away, to her.'_

* * *

 _Her white smock was covered in dirt as Ultear ran across the snowy field._

' _The researchers told me that my mother abandoned me to them. But I didn't believe them.'_

 _As she leaned against a tree overlooking a clear field, and from there she saw the familiar plum hair of her mother-_

' _Until I saw her again.'_

 _Standing above two boys. As Ur laughed at a comment from one of her students, she was unaware of the tears racing down the face of the girl watching them._

' _It was true. My mother threw me away. And after that, she replaced me with two new kids. Two kids that made her happy.'_

 _Ultear gripped her tear-stained smock, as her eyes went from grieving to raging._

' _I vowed… to never forgive her…'_

* * *

Eventually, both Mira and Ultear found themselves flying off the cliff and falling towards the raging waves below.

* * *

' _I then returned to the Bureau. From there I gained the magic power I required. And once I was done, I destroyed it...'_

 _The white-haired Bureau head walked over a bleeding co-worker as he saw the destruction committed by Ultear._

" _Such a destructed, brat." The man's staff said. "I doubt we want her as one of the Oracion Seis, Marian."_

" _Agreed. I'll leave her with Hades." The man replied. "By the way," He glared at the staff. "Never call me by that name again. Since my other self is calling himself Zero, you shall me Brain."_

" _O-of course." And with that, the two vanished into the air, just as the entire building exploded, with a dark-eyed Ultear standing in its shadows._

' _I now had the power to kill my mother.'_

* * *

 _My actions that day led me to Hades. He was the one that told me of the Black Warlock. Of the power that he possesses. Of the Grand Magic World that he shall bring._

" _What happens there?" Ultear, surrounded by various books, asked Hades._

" _In the Grand Magic World, any spell is possible without limits. One can bring back a person from death. One can recreate new life. And one can bring back lost happiness."_

" _Lost happiness…" Ultear gasped. "What magic can do that?"_

" _The Arc of Time, in this grand environment, will give you that power."_

' _And thus, a new goal greater than that woman's death was formed…'_

* * *

The two broke through the surface of the water, the immense waves pushing them apart.

* * *

" _The Arc of time is beyond any other lost magic. It is one of the least known, with only bits and pieces of information available now. But one thing is clear." Hades stared directly into the Ultear's eyes, engulfed with determination. "You can go back in time, and rewrite your own history."_

* * *

' _That is my goal now.'_ Ultear thought as she regained her balance and aimed her eyes at Mira, who did the same as she transformed into her Beelzea form. ' _Every action I take will let me fix everything.'_ She slammed her hand into a fist. ' _And I shall reclaim my lost happiness, once I'm in the Grand Magic World!'_

A large ice flower blocked an incoming Darkness Stream. ' _Nothing will stop me. Any cost is meaningless when-'_

" _Help me."_

Both combatants froze at the interlude of a voice.

' _I heard that voice before.'_ Ultear thought in confusion as she tried to find its source. ' _Where is-'_

' _Please! Help Me!'_

Suddenly images started to flash in her mind-

* * *

" _Please help me!" She saw Ur beg to a doctor wearing a Bureau robe as she held onto a sleeping Ultear, the girl's face flushed and sweating. "My daughter has too much magic in her!"_

' _I don't remember this.'_ Ultear thought as she sent a kick at Mira, who barely avoided the attack.

" _Her body is trying to use a fever to counteract the magic overload." The doctor said. "But our institution has the equipment that can help her survive."_

' _These are Ur's memories. But she should be dead after Galuna. So why… unless her melted form is here.'_ Ultear floated still in the sea as streams of water gathered around her in a caring hug. ' _Ur is one with the ocean. I'm, inside my mother….'_

 _A new memory appeared, but now it was of Ur on her knees, shaking with distraught as tears threatened to flow._

" _She- she died?!" Ur let out. "What do you mean she died?! Why didn't you-"_

" _We did all we could." Brain said as two officials stood next to him, though only Ultear knew that he was lying. "The magic burst out of her body, which failed to hold it in."_

" _Give her back," Ur cried out. "Give me back my daughter!"_

" _Her body was destroyed beyond recognition." Brain replied. "I'm sorry."_

' _All this time,'_ Ur thought, shock building inside her. ' _She thought I was dead. She never abandoned me. I-I abandoned her'_

' _I don't know what's happening.'_ Mira thought as Ultear was lost in a trance. ' _But it's time to end this. Beelzea.'_

' _Nothing too reckless?'_

' _Not this time.'_ "Extinction Mode!" A purple aura surrounded the take-over. "Kraken's Fury!" She shouted in a mix of her voice and Beelzea's as the water swirled around her in the shape of a giant squid with its beak aimed at Ultear.

And before the time mage could react, the water-Kraken snapped its beak around her waist, releasing thousands of jolts of pain as the Kraken swam to the surface. The kraken released its bit and used its water tentacles to flung Ultear into the air.

' _My dream, for the Grand Magic World…'_ Ultear thought. ' _Was to go back in time before I hated her. But, that hate was a lie…'_

Ultear crashed back into the cold water with a mighty splash; she was now teetering on the edge of unconsciousness when Mira caught you.

"I'm not done with you yet." Mira said. But before she could say anything else-

" _Thank you,"_ Ur's voice said to the demon. " _For saving Ultear. For saving my tear."_

Mira looked around for the source. ' _Was that… Ur?'_

' _That's impossible. A human soul shouldn't be around that long without a body.'_ Beelzea suggested. ' _Anyway, you caught her now. Now what?'_

Mira looked down at the time mage, now weaker than she could have imagined the manipulator could be. She then admitted the truth. "I'm not sure anymore."

* * *

"Juvia won't lose!" The rain girl shouted as she slithered down the forest floor, using her water body to keep Zeref on her.

"How is it you can keep going?!" Merudy shouted as she limped after her, wincing from each ache of pain Juvia was going through.

"Juvia can't fail Ul-sama. She's too important to Juvia, and Juvia's important to her!"

"I don't want to argue with you!"

"Hey, Juvia!" Both girls stopped when they heard a crass voice ahead of them. "Ah got a bone to pick with ya!"

"Damascus-san?" Juvia gasped, shocked at both the woman's presence and the two large scars over the God Slayer's chest.

"Another Kin!" Merudy asked in fear as she leaned against a tree.

"Where ya heading, Juvia?" Damascus drawled with a hand at her hip. "The ship's at the other direction."

"J-juvia was getting away from this fairy." Juvia quickly answered.

"Ya know what Ah think," Damascus said, smirking at both the nervous expression on the two girls. "Ah think that you and Ultear, are planning to betray us!" With that she released an Iron God's Bellow at the two, sending both crashing through several trees and forcing Juvia to let go of Zeref.

"Consider this your rejection from Grimoire Heart." The God Slayer said as she walked over to Zeref.

"Don't…" Juvia begged. "Zeref is… Zeref is Ul-sama's future."

Damascus stopped in her tracks and turned to the girl with a condescending smirk. "So she hasn't told you yet."

"What do you mean?" Juvia asked. As Damascus walked towards her, she didn't hear Zeref muttered the word "Acnologia."

"Ul-sama told Juvia… that with Zeref bringing the Grand Magic World, Juvia's village could come back."

"Did she tell ya that the reason your village is smithereens now, was cause _she_ destroyed it."

The water mage's skin was now almost white. "No… no… you're lying!"

"It's the truth," Damascus said, not hearing the grass being crushed beneath her as she looked at the broken girl with amusement. "Your little home was on a convergence of ancient ley lines. It had the location and population needed to forge one of our awakening keys. A few thousand lives were worth it to bring us Zeref-"

"Tell me," She suddenly froze, then turned around to see Zeref standing behind her. "How many exactly were killed, to 'awake' me."

Damascus did not notice the man's clenched fist nor the tears hidden in shadows. "Ah see you want a proper count, Black Warlock. Ah say about, twelve thousand, three hundred, and sixty-four." She pointed at the now shattered Juvia for a second. "Would be sixty-five if that tramp Ultear let her die with the rest."

"So that many," Zeref let out in horror, his breathing becoming irregular. "That many killed and tormented for just one key, for a pointless and meaningless reason! All those deaths, done in my name!"

"P-pointless." Damascus let out in shock. "Whaddya mean, Zeref-sama? Ain't ya happy?"

"How can I be happy about that much suffering?!" He yelled, clenching his head in agony as the two Grimoire wizards gasped at him in shock.

' _Such a beautiful act.'_

' _No it's not!'_

' _Humans already die later in life. What is wrong is accelerating the process?'_

' _N-no! Life is too precious to destroy-'_

' _Is that so? And how many died because of our demons? Our creations?'_

' _I didn't want them to!'_ Black streams of magic began to surround him in a storm as his face cringed in agony. His eyes close shut as he struggled with his contradicting thoughts. ' _I just wanted to die!'_

"W-what's going on?" Juvia let out in terror.

' _Too late. All of those deaths are in your name. Are on your hand.'_

"Z-zeref-sama?" Damascus stuttered as she tried to take a step back.

"Just be quiet!" Zeref yelled as he instinctively trusted his hand forward, landing it on the God Slayer's neck. The dark magic then traveled from his body down his arm before swallowing the God Slayer, who could not say a word as the light vanished from her eyes.

"Oh no." Zeref in terror as the woman's corpse fell to the wet ground. But his expression then became merely mournful. "I'm sorry. Even after all those deaths, you didn't warrant an end by my curse. Another sin on my conscious," He knelt down and gently closed her eyes. "Among the ones that you have slaughtered because of me."

He looked at the petrified Juvia and the unconscious Merudy. "Thank goodness, both of you are alright. It seems I finally learned how to aim my curse. In only certain conditions."

"But it doesn't matter. I've been from here too long. No enemies, no allies. But now that Acnologia is coming to end this era, I now know I must awaken. I doubt I shall be forgiven for what I am committing." He then walked away, deeper through the forest.

Unbeknownst to him, a certain Rune Knight was hiding behind the tree when he heard. ' _Did Zeref really say,'_ Doranbolt thought in horror as he tried to not be heard. ' _Acnologia? If he's right, I need to warn the others. I need-'_ Suddenly his train of thought came to a halt for a second. ' _I need to warn Fairy Tail.'_

* * *

When Ultear woke up, she found herself tied to a boulder with numerous vines. And standing above her was Mira, looking at her with an unreadable expression.

"You've caught me." Ultear said, no emotion in her voice. "Congratulations. I guess you can have your revenge." When Mira didn't respond she continued. "That's what you wanted, right?"

"You never wanted to kill Ur, did you?" Mira questioned. "You wanted to use your magic to return to her, return to before she 'abandoned' her. If want that Juvia girl said about the 'Grand Magic World' was true, you would have the power to go back."

"And what if I did? Does that automatically make up for what I did in your eyes?"

"No. It doesn't." The She-Demon then trusted her hand towards, gripping it tightly around Ultear's throat. "I still hate you for what you've done. Still hate you for the suffering you caused." Ultear struggled to breathe through the pressure.

"But," Mira then removed her hand. "Killing you won't change anything. It won't clear Laxus's name to the council and set him free. It won't bring back Simon and Grandpa Rob from the dead. It won't erase those memories from me. Just as going back won't erase your memories to before that memory."

"You don't know-" Ultear said, then paused. She didn't want to admit that she had no idea if the enhanced Age of Time would revert her mind to her younger state; if it would erase the hatred of her mother when she went back.

"Right now, all I want from you is to face justice for what you've done. Whatever form that is, I'll be contempt with it."

"So what then?" Ultear said. "You expect me to forget my mission. Just like that."

Mira only frowned. "That's just it. You let your past chain you. Let it limit in what you can do."

"Suppose like you were before," Ultear commented, a dry chuckle mixed in. "You let your anger be your downfall before. Even without Azuma, I could have beaten you in that state"

"We can't escape our past, but we can get stronger to carry it, and choose a new future." With Mira walked away.

' _After everything, that's it?'_ Beelzea asked.

' _I wasted enough time already.'_

' _She can easily escape.'_

' _What can she even do now?'_

"Where are you going?" Ultear asked.

"Heading to your former master. If you're right, my guildmates are there."

"You can't possibly think you can beat Hades alone."

Mira smiled as she continued one. "Not alone…"

* * *

"But alongside my comrades…" Lyon gritted out as he walked past the trees.

* * *

"We'll have the chance we need." Gajeel said, as he and the others prepared for the final battle.

* * *

"And now Ultear," Hades let out a proud laugh from atop his airship. "Yuri's son raised a proud generation, a generation that is soon approaching me. Your hope may be strong, but hope won't win alone."

 **This is it, the final battle begins.**

 **Mira: Perhaps you shouldn't make us wait another month this time.**

 **Haha, very funny. Anyway, don't forget to favorite and follow if you enjoy, and leave a review on your thoughts. Have a wonderful summer!**


	67. Charging Towards Hades

**Ha ha! No longer month-long waits! I got the next chapter out ready to go!**

 **Gajeel: Heh, not bad. Hope the chapter's decent.**

 **Have faith in me, true believers. Anyway, I want to thank RedDawn22 for favoriting and following Alternate Tail. I also want to thank finch6, stephanieeiche10, dragonwolf416, Earth Dragon Arnighte, OneWhoCharms, ligersrcool, Ray Akaba 210, and one guest for their reviews. Glad many of you enjoyed both Mira vs Beelzea and Mira vs Ultear. And now, our heroes are about to take on their next challenge.**

* * *

 **Now then, it is time for the penultimate disclosure.**

 **Hades: Very well. DigiXBot does not own Fairy Tail.**

 **Hmm, that went smoothly.**

* * *

 **Charging Towards Hades, Part 1**

" _You can't possibly think you can beat Hades alone."_

 _Mira smiled as she continued one. "Not alone…"_

* * *

" _But alongside my comrades…" Lyon gritted out as he walked past the trees._

* * *

" _We'll have the chance we need." Gajeel said, as he and the others prepared for the final battle._

* * *

The constant rainfall over Tenrou was soon joined by lightning, and thus thunder from the skies was heard below.

"I hope the storm doesn't get too bad," Carla muttered.

"I know," Happy nodded. "Even Lily is terrified," He added, looking at the shivering Exceed, who stiffened at the comment.

"Actually, Lily has a slight fear of thunder," Lisanna explained.

"D-don't such lies, Lisanna," Lily let out, folding down his round ears. "I'm not afraid of some-"

"KRAAAAHHH!" At the loud scream, Lily jumped two feet into the air, leaving Bixlow laughing from behind.

"You should see your face!" Bixlow cackled.

"Bixlow!" Lisanna reprimanded with her hands on her hips. "You can't just tease someone for their phobias!"

"But it's so funny!" The knight replied.

"Funny! Funny!"

"It's strange that such a warrior has such a queer trait," Carla commented

"They're ready," Freed said as he handed a brown sack to Gajeel.

"Thanks," Gajeel grumbled. "We wasted enough time already. Lily, Levy."

"Right," Lily responded, confidence quickly restored.

"M-me?" Levy stammered. "Wouldn't it be better for me to be on defense?"

"Your our teammate, Levy," Lily reminded. "Our chance of victory will improve with you on our sides."

"Just leave the defensive to me," Freed stated. "I can prepare the proper Jutsu Shiki to defend the camp."

"My babies and I can fry a few grunts," Bixlow added.

"Then I'll join Gajeel-san and the others," Kagura said in determination.

"Hold on, Kagura!" Carla said. "This Hades is far too powerful an opponent!"

"With my gravity magic and Archenemy, I can help. Besides," She frowned. "I can't let Grimoire Heart cause more people to suffer."

"Alright, can't stop you," Gajeel said reluctantly after a few seconds of silence. "Just keep your guard up."

"In that case, I'm coming as well," Carla stated. "I'll be part of the demolition squad. At least there I can aid in your fight against that monster." She didn't see Lily stiffened at her comment.

"Count me in too!" Happy added. "Since Natsu's out, I need to take on his rival for him!"

"I'll stay and help guard the others," Lucy said.

"I want to protect Elf-Nii-chan and the others too," Lisanna added.

"We have teams now," Levy said, her courage reflected in the others. "And our magic is near fully again."

"The final battle here," Lisanna said.

"More like the final stage of the war," Lily corrected

"We just have to beat Hades!" Kagura added.

"We'll give our best, too!" Happy shouted.

"They know that…" Carla deadpanned.

"Exceeds away!"

"What are we waiting for," Gajeel smirked. "Let's show this Hades some real hell!"

"Right!" Levy, Kagura, and Lily shouted. The three humans and three Exceeds ran toward the beach.

"Levy!" Levy paused to see Freed calling out to her. "Be careful out there!" He shouted.

Levy smiled back. "I will, Freed-sensei!" She then continued after the others.

* * *

"Just a bit further," Lyon said to himself as he ran through the wet forest. ' _If Azuma was right, I can't let Hades leave this island…'_ Caught in his train of thought, he failed to spot an upward root and tripped on it.

' _Shit!'_ He thought as he fell towards the wet earth face first. But he suddenly stopped before contact was made.

He turned his head and saw familiar white hair. "Mira?"

"Hey," Mira let out between exhausted breathe. "You okay?"

"I should be asking you that," The ice mage replied as he got back on his feet. He then smiled. "But I'm grateful for the help."

"Hey!" Both turned and saw Levy and the others approaching. "There you guys are!"

"Are you alright, Mira-san?" Kagura asked.

"I'm good." Mira smiled back.

"Don't be so concerned," Lyon responded.

"Never mind, then," Gajeel grunted. "What's with you?"

"Don't need to be punched by you twice."

"What?"

"Let's talk later," Lily interrupted. "We have a guild to defeat."

* * *

 **"** **So this is how it ends," Hades said from atop of his aircraft. "Your precious children, managing to defeat my Seven Kins. Even Blue Note fell."**

"Master Hades?" Deep Snow said, worried about the man's strange speech.

"Deep Snow, prepare for the final attack."

Deep Snow nodded. "Understood, Master Hades. I won't fail like that fool Stinger." The man made his way down as Hades looked out to the beach, where the Fairy Tail wizards stepped out of the forest onto the beach.

"The third generation of Fairy Tail," Hades spoke to the gathered force, who glared in pure defiance. "Like lambs to the slaughter, you arrive for the final dance with the devil. Come forward, Makarov's babies" And with that, he headed back into the ship.

"What's the matter," Lyon said coldly. "Too ashamed to face us?" Hades stopped for a second and smiled, before continuing on

"Keh," Gajeel tsked, irritation pooling inside him. "Cocky bastard."

"He might be cocky, but he did defeat master," Mira reprimanded.

"What was that about?" Levy asked Lyon in suspicious.

"Nothing important right now." The ice mage replied.

"That's right," Kagura nodded. "We need to beat him, so we can leave."

"Find by me," Gajeel said, then tossed the bag to Carla and Happy, both of whom were barely able to catch it. "Get this to the engine room and find the Heart, then blow it to Kingdom Come."

"Don't go ordering us around," Carla responded, but she nodded in response.

"Gajeel, everyone," The others turned to Lily. "You're about to face one of the most powerful wizards on the continent. A man that was far beyond our master."

"What are you saying, Lily?" Mira asked.

"I know we'll need every man in this fight, but," He frowned. "I can't just stand by and let two children march into the heart of the enemy's headquarters with no way to defend themselves. Especially since we don't know what other monsters lie in wait."

"You don't have worried about us," Carla replied.

"I can't just let my- my guildmates rush into danger!" He continued, before sighing. "That is why I want to join the demolition squad."

The others were silent for a few seconds. 'Ya can't stand by and let your kid rush in, can ya?' Gajeel thought.

"Don't worry," Gajeel smirked. "Between the five of us, Hades won't know what hit him."

"Can you assure your survi- no. Can you assure your victory?" Lily asked.

"Who do you think we are?" Gajeel replied cheekily. "Just make sure to come back alive."

Lily smirked back. "I was going to say the same to you."

"Besides," Gajeel said as he turned to the ship. "If that ship starts moving, I'll be down for the count."

"We'll make sure the Heart is no more," Lily replied, before shivering as thunder banged above.

"You can count on us." Carla nodded.

"Aye, Sir!"

"At least I know you have some sort of plan," Lyon said as he brought his hands together. "So let's start moving!" He slammed both palms onto the sand, creating an ice ramp that reached right below the windows to the bridge of the ship.

"All right!" Gajeel shouted as he, Lyon, Levy, Mira, and Kagura ran up the ramp.

"Be careful, Kagura!" Carla shouted as she and the other Exceeds flew to the side of the ship with the bag.

"I will!" The swordsgirl shouted back.

"We're facing off against a man more powerful than master!" Mira yelled as they drew closer to their enemy. "So let's start at max power!"

"Okay!" Kagura shouted

"We'll give everything we got!" Gajeel added with equal vigor.

"No worrying about the past or future," Lyon said. "Just focus on this very moment!"

"He won't see us coming!" Levy shouted as she wrote runes on her arm, activating Holy Scrioptúr: Bogha. She jumped right in front of the entrance of the bridge, where Hades stood waiting. "Solid Script: Smoke!" She sprung the word inside, filling the room with a blinding haze.

Hades was left startled as he failed to see through the smoke. He spotted a flash of light in front of him, but it was too late as Mira (In Sitri form) and Gajeel attacked at his sides with burning claws and Iron Dragon: Sword respectively.

Hades bit back a shout, before muttering "Restore," causing purple magic circles to hover over the wounds. But suddenly, the air around him became heavier and he was forced onto all fours

"He's down!" Kagura shouted, using all of her power to pin down the dark wizard.

"Thanks!" Lyon shouted as he slammed his hands together. "Ice Make: Ape!"

The newly formed beast snarled as it raised its fists above Hades. Hades managed to twist his palm enough to face it at the gorilla, then release a burst of chain that pierced through its head and sent it falling towards Lyon and Kagura, forcing the two back and releasing Hades from the increased gravity.

"Is that all?" Hades questioned as the smoke began to fade away.

Lyon only smirked, and it was then that Hades spotted Levy standing next to a line of runes on the floor. "Clever girl…"

"Jutsu Shiki!" Levy shouted as the rune wall rose in a perimeter around the room. Immediately, he felt hundreds of volt of electricity coursing through his body.

"Rule:" Levy began. "Members of Grimoire Heart will face great pain!"

However, while it was enough to induce agony, it wasn't enough to stop him, as he slammed his hand to the floor. "Rewrite!" Dark symbols formed a path from him to the Jutsu Shiki wall, and the runes forming began to shift. "And redirect!"

The massive shock left him, and soon Levy was screaming in immense suffering.

"Levy/Levy-san!"

"Enough trickery, Letter Mage!" Hades created another chain from his hand and sent it at the distracted Levy, but it was deflected by Gajeel with a scale-coated arm.

"Keep back, prick!" He growled. "Iron Dragon's Lance: Demon Log!" With his right hand now a large spear, he released dozens of small spears at the dark wizard. Levy took the time to place a hand on the rune wall and deactivated it, removing her pain but still feeling weakened.

Hades held out his right hand and formed a magic circle in front of him that stopped the spears from reaching him. "Is that all?"

"Ice Make: Mammoth!" He turned around and saw Lyon leaping towards him with an elephant head-shaped gauntlet. The elephant-gauntlet trumpeted as it sent its trunk towards Hades, who couldn't move fast enough before it wrapped around his left hand.

"Very fast, boy," Hades scowled as Lyon pulled onto his arm. He then felt the air pressure change behind him. Turning his head he saw Kagura accelerating towards him.

He put his left hand to the shape of a gun and aimed it at the forehead of the elephant, before releasing a small burst of magic that shattered the gauntlet off of Lyon. With the Ice Mage shocked, Hades generated new chains to wrap around his opponent's waist, then swung him to Kagura, slamming them both to the rear of the bridge.

"Yokai-Cross!" He looked up and saw Mira in her Kitsune form sending the fire attack, but a chain from his right hand broke the attack and wrapped around her neck. He pulled on the chain to send her slamming into the floor.

"Game over!" Hades's widened as he realized that he deactivated his shield, and now Gajeel transformed his arm once more. "Iron Dragon's Club!" The flat of the arm was thrust towards him, but Hades managed to leap up before landing on the club and running on it to Gajeel. With chains sprouting from both arm, he wrapped them around Gajeels throat as the slayer retracted his attack, before the dark mage pulled the chains upward, putting the slayer in a choke hold as he gripped on the chains.

"Hang on, Gajeel!" Lyon shouted. "Ice Make: Eagle!" Five ice eagles were sent forward and sliced the chains, freeing Gajeel and sending him towards the rear.

"You are quite insolent, are you?" Hades questioned as he generated new chains towards Lyon, who jumped out of the way from their vicious movements.

Gajeel continued flying until he felt a strong force pulling at him.

"Gajeel-san," Kagura gritted as she kept Gajeel in an orbit around her. "Remember… against Dorma Anima…"

Gajeel smirked as he activated his iron scales on his body. "I know what ya mean half-pint. Send me flying!"

Right!" And with that, Kagura released her hold and send Gajeel rocketing towards Hades.

"We got your back, Gajeel," Levy said as she slowly rose up. "Solid Script: Inferno!"

"Give him hell," Mira smirked as she too prepared her attack. "Yokai Cross!"

Both fire attacks converged onto Gajeel and coating his scales with flame. "Is that…" Hades gasped as the burning slayer came closer towards him. "A Unison Raid…"

"Iron Dragon's Burning Bullet!" Hades was unable to avoid a two-hundred pound, burning projectile crashing into his stomach and sending him crashing into the front of the ship, breaking down the wall behind him.

Gajeel crashed landed onto the floor, with the force enough to weaken the flames enough that they started to die out. He breathed heavily when last of the flames faded, then deactivated his scales. "Fuck, that was hell." He let out as he got to his feet.

"Hell?" The five fairies froze as they heard Hades's voice coming from the smoke from where he crashed. "You thought that was hell? No boy," Hades said calmly as he came out, with the only visible damage was the loss of his helm and his cloak. "True hell is a path with nothing to gain. True hell is what you reached when you challenged me."

"That's not possible," Kagura gasped in fear.

"All of our attacks…" Levy said, sweat racing down her forehead. "Nothing…"

"We were at full power…" Gajeel growled, terror building inside him.

"The level of his magic," Lyon said coldly. "It's changing."

"That's enough of the warm-up," Hades said. "Now it's for real.

"Get ready." Mira gritted as the fairies straighten themselves.

Hades looked at each and every one of them, before stopping his eyes at one. Realizing they were being targeted, the Fairy brought their hands together, a futile effort to start their spell.

But just as they were about to say an incantation, Hades roared "KATSU!" with a voice that shook the room, and the targeted Fairy released a bright glow before it went away, along with-

"Shit!"

"No!"

"He's too strong!"

"Dammit!"

The four fairies could only look in shock at the fallen clothes of Lyon Vastia.

* * *

Purple runes were scribed into the ground as Freed traced his runes over them with his rapier. "These runes must be done properly," He said. "The slightest error can leave it vulnerable to sabotage."

"No kidding," Lucy said as she prepared placed several large leaves on a freshly dug pit.

The ground nearby shook as Virgo popped out. "Princess, several more pits have been dug."

"Thanks, Virgo," She then turned to the still unconscious Natsu. "It's my turn to keep you safe."

"Is something wrong, Lucy?" Freed asked her, causing the celestial mage to go red.

"I suspect Miss Lucy likes Natsu, Freed-san" Virgo inputted. "Or as the blue Exceed Happy puts it, she liiiiiikes him."

"Virgo!" Freed sweatdropped at the blonde's protest before continuing.

"There you go," Lisanna said as she wrapped bandages around Elfman's arm. "Just don't push yourself. You need to rest."

"Sorry, Lisanna, but I can't do that." Her brother replied. "A man like me needs to do his part."

"Okay," She agreed in reluctance before an amused smirk covered her face. "You know, you were muttering in your sleep. 'Evergreen, Evergreen. Please wake up…'"

"It's not like that!" Elfman replied with his face steaming in embarrassment as she giggled

"Oh, so when you tease your brother it's okay, but when I make fun of Lily it's bad." Bixlow joked as he came over.

"Protagonist-Centered Morality." His dolls said.

Freed sweatdropped. "I did not know you knew such words."

"You talk in your sleep," Bixlow grinned.

"How does that answer anything.."

"Would you quit joking around and help us!" Elfman shouted.

"Relax, I was just sending the pompadour guy down the river. We can't take the chance he'd had a body-link spell to show where we are. Right now, no one can find us," Bixlow was then surprised when he saw everyone tense up and glare right at him.

"What?" Confused, he turned around and saw Doranbolt behind him, panting heavily as he had his hands on his knees.

"I-" The teleported let out. "Made it."

"Who is he?" Freed questioned as he held out his blade.

"He's the magic council agent the others mentioned," Lisanna explained as she transformed into her cat-form. "He manipulated our memories to make us think he was a member!"

"Listen, you have to leave…" Doranbolt said.

"Why should we?" Lucy questioned sternly as she held onto her whip. "This is our sacred land. You have no right being here"

"You don't understand!" He shouted. "He's coming! The Chaos Bringer-" before he could finish, he screamed as a large kanji came through him.

"The hell?!" Elfman shouted. As Doranbolt fell, Yomazu and Kawazu came from the shadows.

"One down," Kawazu cawed, "Few more to go!"

"I thought Natsu beat these guys!" Lucy shouted in shock.

"Apparently not," Freed said.

"Nice runes," Yomazu smirked. "Mind if I do this?" He drew another Kanji with his fingers and threw it at the edge of the runes, shattering them immediately.

"Oriental Solid Script?"Freed gasped.

"Who cares?!" Bixlow shouted. "Our defense is gone!"

"Cannonball!" The knight looked up and saw a large shadow descending from above, and leaped out of the way as Kain crashed into the earth.

"Hades said that every Fairy Tail wizard must die!" Kain said. "So let's get started!"

* * *

Inside the belly of the Grimoire Heart airship, a grate was pushed out from an air duct, and three Exceeds came out.

"Here we are," Happy muttered as he and Carla were standing beneath a spiky metal sphere that had a single glass panel, which revealed a purple heart as large as a human's head and with metal arteries connected to the inside of the sphere, beating with a haunting, constant rhythm. The sphere rested on a black pedestal, and several pipes came from the sphere and snaked out to the walls. "It's so much scarier right

"Thanks to that map, we made it as soon as possible," Carla said as Lily pulled out the large bag from the air duct.

"And deep in here, the thunder outside can't bother us," Lily added as he came down, causing Carla to sweatdrop.

"How is that vital?" She deadpanned.

"So all that's left is to destroy this monstrosity," Lily said as he opened the mag, revealing several round stones covered in rune markings.

* * *

" _Runestones?" Levy asked as Freed sketched runes on a stone. "You really think they can work?"_

" _That's correct," Freed answered as he put the stone down, then grabbed another from Bixlow as the knight's dolls used their lasers to round the stones. "With these, the destruction of the heart can be easily accomplished."_

" _Pardon me," Lily interrupted. "But could you explain what are runestones?"_

" _Certainly. Runestones are a form of letter magic that involves writing runes on a small object to create a spell. Think of it as a simpler version of Jutsu Shiki. The spell is then activated using an input of magic from a wizard."_

" _It sounds similar to how I use my staves."_

" _Correct. In this case, I'm inscribing them with a destruction spell formed by my own magic. Once triggered, all of them should release enough force to destroy the Devil's Heart."_

* * *

"Freed's instructions were clear," Lily said as picked one of the rune stones in his paw. "Place these on the Heart, and activate, then move away in time before they erupt."

"Weakening Hades and aiding Kagura and the others in their fight," Carla added.

"Are both of you familiar with Holder Magic technique?"

Carla nodded while Happy frown. "Um, no?" The blue Exceed said meekly.

Lily sighed, but before he could say more, he heard rapid footsteps approaching the main door behind them.

"There's someone in there!" They heard,

"No time," Lily scowled. "Carla, Happy. Places the charges around the heart. I'll deal with them."

"Alright."

"Aye, sir!"

Lily pulled out the Musica Sword as Carla and Happy grabbed the bag of rune stones and ran towards the heart. The main door was kicked open and a group of Grimoire Heart wizards charged in.

"What the hell?" One said when they spotted Lily. "It's just a pussycat!"

"Who cares, kill it!" Another shouted. But as they moved forward, Lily transformed into his Battle Form and increased the size of his sword, then swung it and flung away a third of them easily.

"Wow!" Happy gapped at the sight.

"Focus, Happy!" Carla reprimanded as she taped a stone onto the Steel Container.

"Oh, right!"

"He's bigger now!" The first soldier, who managed to dodge the sword strike, shouted.

"Doesn't matter, take him down!" The remaining soldiers continued their assault, but Lily blocked and avoided each attack, then brought each soldier down one by one.

"So," He stopped once he slashed the last soldier. "We meet again."

Lily scowled as he saw a familiar wizard at the door. "I remember you. You're the Demon Card wizard, Bass."

A vein twitched on Bis's forehead. "It's Bis! And waited too long for this!"

"Weren't you arrested?"

"I escaped thanks to my master. We came here to aid Grimoire Heart to reach the Grand Magic World. And now," He held up his right arm, which was connected to a device that ended with four drills. "I'll get payback for when you and that brat beat me!" He charged forward, the drills spinning rapidly as they were aimed at the Exceed.

Lily also sprinted forward with the Musica Sword extended, stopping just past Bis. The dark mage stopped in confusion, only to be shocked when his drill-weapon broke apart.

"Is that all?" Lily questioned the terrified wizard.

"It took him no effort," Happy said in amazement as he placed a rune stone next to the heart.

"It seems a bit anticlimactic," Carla added.

Bis started to sweat nervously, before he ran past the Exceed in terror, only to crash into another figure.

"Where are you going, Bis?" The azure-haired man questioned. He wore a grey cloak with the Demon Card mark on the back, and a red cloak above it. His hair was parted away to reveal a headband with a gem hanging from the center. His lime eyes, touched with black eyeliner, showed no concern in their half-opened state.

"D-Deep Snow-sama!" Bis gapped as he fell onto his knees. "Forgive me!"

"Hn," Deep Snow tsked. "Leave." Bis nodded and ran out of the room.

"Are you," Lily questioned, sensing the magic the man was radiating. "The master of Demon Card?"

"That's correct," Deep Snow replied. "And I presume that you're the reason Bis failed six years ago. Despite his weakness, I had doubt that a bunch of children could have easily beat him. Your presence there must be the only explanation." He looked past Lily and saw the younger Exceeds, who stopped from their work as they were paralyzed by his power. "So you seek to destroy the Devil's Heart?"

"That's right," Lily replied, tightening the grip on his sword. "And we plan to complete our mission."

"Master Hades sent me to kill your injures guildmates, creature." Deep Snow said, noting scowl on the Exceed's face. "But I cannot let you destroy it, as we too strive for the Grand Magic World."

* * *

"He's… he's gone…" Levy let out as she looked at the remaining clothes, hoping that any sign of the ice mage could be seen.

"What kind of magic could do that?" Kagura asked, tears pooling in her eyes.

"What the hell ya do to him?" Gajeel snarled at Hades, who remained silent.

"We knew that he was powerful," Mira gritted. "But still-" She stopped when the light around where Lyon last shifted, with a portion of her vision moving backward and leaving a copy behind.

"Ice Make: Eagle!" A familiar voice shouted as around the shifted light appeared a pair of arms and two ice eagles, the latter which flew towards Hades, who while shock simply swiped his arm to send them away.

"That was too close," Lyon muttered as his face appeared from the shifted light, with shards of ice landing on the floor.

"How are you still alive?" Levy asked.

"When I saw Hades was targeting me, I quickly did two spells," The ice mage explained as more of his body was revealed. "First a clone to take my place, then a coating that kept me hidden by reflecting the right shades of light. All that detail is taxing, though. That's why I reserve it for my clones"

"That's a relief," Mira sighed, then froze. "But if your clothes are down there," She said, pointing at the discarded garments as frustration build in her voice. "Then that means..."

"Yeah," Lyon muttered, his bare chest now visible.

Kagura shrieked as she quickly covered her eyes.

"Lyon, clothes, now!"

"R-right!" The ice mage quickly grabbed his clothes and hastily put them on.

As he put on his shirt, he heard Hades laugh. "I see that Fairy Tail hasn't changed."

A scowl was present on Lyon as he glared at Hades. "And how long was that? Six, seven decades?"

Hades held a slight grin as he responded. "Ah, now where did you learn that?"

"What are you talking about Lyon?" Mira asked.

"I learned from Azuma that Hades here was once was once a member of our guild," Lyon said coldly.

"What?!" Levy exclaimed. "That can't be true!"

"It's the only explanation for how his guild could reach Tenrou Island. And how they knew about the Tenrou Tree and how it affects us. Is that right?" He questioned the dark mage

"Would that mean you were the one that defeated Azuma?" Hades asked.

"Don't change the subject," Mira said. "Were you really one of us?"

"That's right," Hades smiled. "Though before, I had another name. Back then, I was Precht Gaebolg."

With that statement, Mira recoiled. "That can't be…"

"What is it?" Kagura asked in worry.

"Precht Gaebold… was one of Fairy Tail founders… and Fairy Tail's Second Master!"

"You can't be serious?!" Lyon shouted.

"A guild founder… is our enemy…" Levy gasped.

"That's wrong," Gajeel growled. "There's no way that some Zeref-worshipping asshole was a master of our guild!"

"Believe what you want, boy," Hades sighed. "I see that the guild has barely grown since I last saw it." He suddenly vanished, before reappearing behind them. They couldn't react as he used his gun-like magic to blast at them, sending them scattering.

"Holy Scrioptúr: Eitilt!" The runes on Levy's arm broke apart and became wings, letting her fly above the shots. "Solid Script: Typhoon!" She sent the word formed from churning water at the dark master.

"Satan Soul: Halphas!" Transforming once more, Mira took flight and aimed a hand at Hades, sending out a purple and blue beam at him

Hades showed no fear as he summoned a massive shield made out of runes around him, taking on both attacks easily and forming smoke around him in the process.

' _That was an Amaterasu Formula Spell, Mira-sama,'_ Halphas said.

' _But he didn't form any gestures.'_ Mira thought. But before she could ponder further, chains came out of the smoke and attached to her wrist. ' _Shit!'_

"Let her go!" Levy tried to fly towards her, but she too was caught by chains. Hades pulled on both chains coming from his hands, causing the two girls to crash into each other and tied by the chains back to back.

"AHHHH!" Mira screamed as smoke came from her back, a burning agony reaching her from where Levy's wing touched her.

"Mira!" Levy shouted in worry as she turned off her wings, but both girls faced worse problems as the chains erupted into an explosion of magic.

Hades sensed Kagura coming towards him, and he turned and saw the girl was about to unsheath Archenemy.

"The only thing you can do," Hades said as he shot at her, sending two burst of magic that pierced the skin on Kagura's hands, forcing her to drop her weapon and leave her open for a shot at her leg that brought her to the floor. "Is fall!"

He then saw Gajeel, in his scaled state, and Lyon, in his Lycanthrope armor, charging towards him. "As I dance with my magic!" Several more bullets came, slicing at Lyon's waist and shattering his ice constructs, then send a shot that pierced through Gajeel's leg, through both armor and skin, and forced the dragon slayer to tumble to the floor.

Hades smirked as he saw the fairies attempting to rise up once more. "Amaterasu Formula 29." He said as three magic circles appeared above him. Before the fairies could even comprehend what he was doing, the magic circles glowed immensely before erupting into a massive explosion that swallowed the entire room.

When the flames and smoke faded, all five of his opponents were left with many scrapes and burn from his attack. Only slight movements and struggling showed signs that they were still alive.

"'Do fairies have tails?'" Hades said as he walked towards them. "'An eternal mystery. An eternal adventure.' Those words were Mavis's reasons for why she picked the guild's name."

As he reached Gajeel, who scales were starting to fall off his weakened body, he saw the slayer attempt to rise up. But the dark wizard simply stepped on his head and brought him down. "But that journey ends.

"Mavis's will was entrusted to me. And then I entrusted my will to Makarov. But that was a mistake."

"Don't," He heard Gajeel growl beneath him. "Don't act like this is still your guild, bastard."

Hades pressed harder onto Gajeel's head. "The guild has barely changed since Makarov took over. He stuck to the teachings I gave him. Fairy Tail spent far too long in the light. Such a static will leads only to death"

"So what, if we want to live we gotta end up like a bastard like you?" Gajeel snarled. "Don't act so high and mighty! The old man didn't stuck on your path, he picked his own! Every last one of us chooses our path! If living means becoming a heartless traitor like you, then I rather stay static and be dead!"

"Is that so," Hades said coldly. "Then let me make it easier for you!" With that he removed his foot, only to kick Gajeel to fling him upward.

"Gajeel…" Lyon gritted, trying to find the will to move his body.

Hades then began to shoot his magic at Gajeel, not giving the slayer a chance to move.

"Stop it…" Levy begged as the bullets removed what was left of Gajeel's scales, and left new marks and bruises on him. "Stop it!"

Hades stopped his attack, and before Gajeel could fall to the floor, he released two chains from his hands and wrapped them around the slayer's throat, forcing him to spit out the blood in him from the attack.

"If any path you must hate, it's Makarov," Hades said as the slayers grasped at the chains. "It's his fault that you must suffer like this."

"If you were the old man's old master," Gajeel managed to breathe out. "I'm at least glad we didn't grew up with you in charge…"

"Gajeel-san…" Kagura cried in terror.

Hades frowned, before grasping at both chains. "Since you value Makarov so much, say hello for me, when you meet him in the after-life!"

"Don't!" Mira shouted.

"Stop it!" Levy cried out.

Just as Hades started to pull at the chains, a bright light was seen from the heavens above. He looked up and saw a golden figure approaching them at speeds faster than sound. "What is this-"

The glass ceiling shattered as the figure broke through it, sending shards flying out of the ship in all directions. The figure crashed right in front of Hades, at such speeds that Hades was pushed back. The figure grabbed the chains with his hands before clenching on them, shattering them immediately and freeing Gajeel from the choke hold.

"Is that true, Gajeel," The figure said as Gajeel collapsed onto the floor. "Is this man really the Second Master?"

"Those eyes," Hades said as he gapped at the man. "Yuri?"

Gajeel was surprised for a second before smirking. "You got shit timing, Tattoo-Face."

Jellal Dreyar let out a laugh as he faced Hades. "Like you're one to talk."

 **Looks like back up arrived on time.**

 **Jellal: I'm just glad I made it.**

 **Gajeel: Huh, if tattoo-face is here, then that'll means...**

 **Yup. Anyway, don't forget to review, and follow and favorite if you enjoy. See you next time.**


	68. Interlude: Defense and Demolition

**I know you guys wanted the continuation from last chapter, but righ Vt now we need a short interlude into the rest of the Tenrou War.**

 **Gajeel: We're about to start at the good part!**

 **Patience is a virtue Gajeel. Anyway, I like to thank Destiny Devil Demon, VanillaDreamFran, and Kaileen99 for favoriting and following Alternate Tail, and I want to thank Ray Akabe 210, Shadowwolf1997, and Earth Dragon Arnighte for their reviews.**

* * *

 **Disclaimer, I don't own Fairy Tail. I also don't own the character Deep Snow. Both belong to Hiro Mashima**

* * *

 **Interlude: Defense and Demolition**

" _Nice runes," Yomazu smirked. "Mind if I do this?" He drew another Kanji with his fingers and threw it at the edge of the runes, shattering them immediately._

" _Oriental Solid Script?"Freed gasped._

" _Who cares?!" Bickslow shouted. "Our defense is gone!"_

" _Cannonball!" The knight looked up and saw a large shadow descending from above, and leaped out of the way as Kain crashed into the earth._

" _Hades said that every Fairy Tail wizard must die!" Kain said. "So let's get started!"_

"Let's start with this one right here!" Kawaza cawed as he reached for the unconscious Doranbolt. But before he could grab him, the Earth crumbled beneath the council agent.

"Princess!" Virgo said as she popped out of the ground near the injury tent with Doranbolt in her arms. "I've managed to retrieve the wounded man." She laid him next to the still injured fairies.

"Thanks, Virgo!" Lucy replied

"We're saving him?" Elfman asked.

"Even if he was against our guild, he's still wounded by our enemies," Freed argued. "At least by aiding him we'll have more honor than our foes."

"Honor? The moment that dragon slayer destroyed my sword I gave up my honor," Yomazu said with a smirk

"They got a maid girl!" Kain gapped. But as he looked at Virgo, his eyes widened as he spotted two split pieces of a felt doll next to Makarov. "Mister Cursey?!"

"Huh," Lucy followed his gaze. "You mean that doll Happy used?"

"How could you monsters kill Mister Cursey?!"

"It wasn't us, it was that pompadour man," Lisanna argued. "And what do you mean by kill?!"

"Liar! Rusty wouldn't hurt Mister Cursey like that! I shall avenge him!" He roared as he charged towards the tent, but his momentum was stopped when Elfman tackled into him.

"Pipe down!" The Beast Take Over said as Kain rolled away. "A real man shouldn't make such a fuss over a dumb doll!"

"We can't let him reach the others, big bro," Lisanna said as she and Virgo joined him.

"That idiot is gonna screw things up!" Yomazu growled as he started to write a kanji in the air, but it was then hit by a whip snap and he pulled it back. "Ow!"

"Not so fast, creep!" Lucy said as she pulled back her whip.

"You don't have your boyfriend to save you, blonde!" Kawazu taunted. "Egg Blast!" He spewed numerous eggs at the Celestial Wizard, but they were quickly disintegrated by green lasers from Bickslow's dolls.

"I don't know about you," Bickslow cackled. "But I'm the mood for some fried chicken!"

"Fried chicken! Fried chicken!"

"Everyone!" Freed shouted as he placed the tip of his rapier near the edge of the camp. "Hold them off long enough so I can restore our defenses!"

"Don't worry, Freed!" Bickslow smirked. "We got this!"

"Well, the yolks on you!" Kawaza shouted. Suddenly five eggs fell from the sky and landed on the dolls, coating them with a layer of yolk.

"What the-"

"Yuck! Gross! Ewwie!"

"Egg technique, Scramble Screen!"

"Enough with the egg puns, Kawaza," Yomazu growled.

* * *

"I know what your thinking," Kain said to the two takeovers and one spirit surrounding him. "You girls are thinking, how can I win that Kain-Cake over the other."

"Why would we think that?" Lisanna deadpanned.

"It seems our opponent is delusional," Virgo commented.

"If this guy gave Gajeel and the others trouble, he's no joke," Elfman said.

"Time for the Kain Pain Train! Choo-Choo!" Kain charged once more towards them, but the three jumped away and he fell into a large pit.

"Alright!" Lisanna cheered. "Score one for pit traps!"

"I didn't think that could work," Elfman said in surprise.

"Nice try!" The Strauss siblings were startled as Kain floated straight out of the pit. "I'm not falling for that the 97th time."

"But how-"

"Say hello to Mister Cursey Junior!" In one hand he pulled out a felt doll that looked just like the original Mister Cursey, but with a red two on the chest. "And now," he landed on the ground and showed strands of white hair in his other hand. "For the big finish!" He stuck the hair

"Those hairs-" Elfman's eyes widened in realization, but it was too late as his arms swung towards Lisanna and Virgo.

"Elf-Nii-chan?!"

"He's controlling me?!" He shouted as he saw his moments were just like that Kain was making MCJ do.

"Now let's make this more interesting," Kain said as he raised MCJ up, lifting Elfman into the air. "Metal Rocket!" Elfman was now composed of steel as he was thrust into the air, keeping Lisanna and Virgo on their toes while they struggled to dodge each toss

"I suggest we get that doll away from the large one," Virgo suggested as she ducked from Elfman's rocketing body.

"Easier said than done!" Lisanna argued.

"Agree-"

"Dodoskoi!" With unseen speed, Kain appeared behind the mid-movement Virgo and sent a palm trust at her, forcing the maiden spirit to scream as her body was forced to break apart.

"Virgo!" Due to the scream, Lucy turned away from the fight and turned to where her spirit was.

"Look out, cosplayer!" Bickslow shouted at her as he dodged a round kick from Yomazu. But it was too late as Kawaza started to approach her with his talon-like claws stretched out.

"Now this is payback-" He shouted. But before he could reach Lucy, several cards collided into him and erupted, sending him flying away.

"Enough is enough!" Cana, holding tightly to her waist as she regained her breath. "I've had it with these mother-fucking dark wizards on this mother-fucking island!"

"Cana!" Lucy smiled in joy.

"Cana, Lucy," Freed said as he stepped forward towards Bickslow, who slid away from Yomazu as the dark wizard joined his recovering partner. "Aid Lisanna and Elfman against their foe."

"What about the barrier?" Lucy asked.

"I've already prepared the minimal defenses, but I can't implement additions until we are rid of these low lives."

"You heard the man," Cana said. Lucy nodded, and the two ran to join their friend while Freed and Bickslow braced for battle.

* * *

"Sorry for the rough foreplay," Kain said as he gripped the human-form Lisanna by her skull. "But I got my orders."

"Let… go…" Lisanna gritted as she struggled to pry his sausage-like hands off him.

"Leave her alone!" Kain looked and saw Cana and Lucy approaching them.

"Open, Gate of the Archer: Sagittarius!" Lucy shouted as the archery spirit appear.

"Moshi Moshi!" Sagittarius fired several arrows at Kain.

"Lightning Prayer!" Cana shouted as she also threw her cards. The electricity from the cards traveled onto the arrows, and both got stuck into Kain's thick hair, releasing current into him.

"Oww!" Kain shouted in pain, making him let go of Lisanna as he tried to get the projectiles out.

"You okay, Lisanna-chan?" Lucy asked as she helped the other girl up.

"I'm fine," the white-haired girl said.

"Keep focus," Cana reminded them as Kain pulled the arrows and cards from his thick scalp.

"Oh man!" Kain gapped. "Three girls fighting over me? This is just like high school!"

"Stick with reality!" All three girls shouted.

"Well, you can't get your dirty hands on this body. Mister Cursey, Cotton Body!" he began to float up into the air.

"I don't think so," Cana scowled as she pulled a card from her satchel. "Icicles!" She threw the card onto the ground, from where it sprayed a jet of water towards Kain.

"Wait!" Kain protested as his body became darker. "Cotton gets heavier when wet!" He unceremoniously crashed face first into the dirt.

' _Incredible,'_ Lisanna thought in amazement. ' _No wonder Cana was picked for S-Class..._

"Now's our chance! Explosion!" Cana threw several glowing cards that ignited in Kain's face.

"Ow!" He didn't get a second of rest as several arrows hit him in the stomach. Though nothing more than stings to him, they still hurt him. "Yeow!" It wasn't enough as Lucy's whip wrapped around his leg before pulling him down.

"My turn!" Lisanna shouted as she ran towards Kain. "Animal Soul: Armadillo!" Transforming first, she then curled into a ball and tackled into Kain, sending him crashing into a tree.

"Alright!" Lisanna shouted as she uncurled. But as the dust fated, it wasn't Kain that was collapsed by the trees. It was Elfman. "Huh?!"

"Owwwww…."

"Surprised!" Kain mocked from nearby. "When two hairs are on any one of the Mister Cursey family," He raised up his felt doll, revealing strands of both black and white hair. "I can switch place."

"Dirty as any dark guild," Lucy gritted.

"Now let's go flying!" Under Kain's power, Elfman was propelled towards the four.

"Get away from me!" Elfman shouted in terror. But it was too late as he tackled into Sagittarius, sending the spirit into a tree.

"Sagittarius!" Lucy shouted.

"Alas," the archer spirit groaned as he faded away. "I must bid… goodbye…"

"Well with him gone," Kain said as he used Mister Cursey to sink Elfman into the earth. "I can finish my job."

"Elf-Nii-chan!" Lisanna gasped.

"Dammit," Cana gritted. "He's too fast. If we can trap him long enough…"

"Might have a plan for that," Lucy said. "Open, Gate of the Ram: Aries." A loud gong was heard as the sheep-like spirit appeared.

"Su-sumimasen," Aries said nervously as she closed herself.

"All we have to do is trap him long enough to grab that doll."

"That's nice, Lucy," Cana said. "But as long as he can change his body state, it won't work."

"A-actually," Aries spoke up. "I might have a way to stop him from fighting."

Cana blinked. "Seriously?"

"You're up to this, Aries?" Lucy asked with concern.

Aries nodded, mustering as much courage as possible. "Y-yeah."

"Alright," the Celestial Wizard smiled. "Give it your best."

Aries stepped forward as Kain charged towards the girl. "You're mine!"

"Su-sumimasen!"

Kain suddenly stopped in his tracks. "Wh-why are you apologizing?!" Kain asked in confusion.

"Be-because I'm going to cause trouble to you." Tears filled her eyes as she turned around. "Sumimasen!"

"Wait!"

" _You silly girl," A thin, bishonen version of Kain said to Aries. "I never thought you were such a burden."_

"R-really?" Aries asked as the other girls watched the scene in shock.

"Of course," Kain answered honestly as he rubbed his fat cheeks.

"Then, can I leap into your arms?"

"In my arms, really?!" Kain asked in shock.

" _Sumimasen!" Aries cried as she ran into the warm embrace of the handsome Kain._

 _Handsome Kain caught the young girls with his arm. "You are such a baby." He teased playfully._

" _I know we first met, but, sumimasen."_

"Okay," Lucy deadpanned. "That's enough."

"Wool Bomb!" Aries shouted, releasing numerous clouds of pink wool that wrapped around Kain and filled into his mouth.

"I get it now," Cana smirked deviously. "Fountain's Prayer!" She threw the card towards

Kain, and it sprayed him with gallons of stinging water.

"Mmmph!" Kain groaned as the wool around him started to shrink, forming a tight bind onto his body. He tried to use MCJ to escape, but it was soon whipped from his hands.

"Mmm moo." He groaned as the whip was wrapped around him. Lucy and Cana gripped the handle as they started to swing it around, spinning him wildly in the air.

"Hey, Lisanna!" Lucy called out. "Go long!"

"Right!" Lisanna replied. "Animal Soul: Kangaroo!" she transformed into a large blue kangaroo as the bounded Kain was sent towards her. She balanced herself onto her tail and gave a fearsome kick with both of her massive feet that sent Kain flying out to the horizon.

The kick cause Kain to spit out the wool in his mouth. "A kangaroo?! This is like high school all over again!" he continued to scream as he flew into the distance.

"Alright!" Lisanna cheered as she transformed back to normal.

"By the way, Aries," Lucy said with a sweatdrop to her spirit. "Where did you learn to act?"

"Leo-san did. He said it could help you more in a fight."

"Yep, that sounds like him." Cana groaned.

"As much as I like to talk about that," Lisanna interrupted. "We should try to get my big brother first." She pointed to Elfman, still trapped head-first into the Earth.

* * *

" _So you seek to destroy the Devil's Heart?"_

" _That's right," Lily replied, tightening the grip on his sword. "And we plan to complete our mission."_

" _Master Hades sent me to kill your injures guildmates, creature." Deep Snow said, noting scowl on the Exceed's face. "But I cannot let you destroy it, as we too strive for the Grand Magic World."_

Lily focused on the immense amount of magic radiating from his opponent before launching forward, aiming his sword for a sideward strike.

But before the blade could make contact, Deep Snow placed an open palm in its path and _pushed,_ deflecting the weapon without leaving a scratch on him.

With the Exceed shocked, he sent his fist towards Lily's jaw, punching him upward to the ceiling with a loud bang before crashing down to the floor.

"Lily!" Carla and Happy shouted in horror. Lily rose up and spat out blood before jumping back, avoiding another uppercut from his enemy.

He took a hand off the Musica Sword and held it behind him. As Lily used his sword to block another strike that made it vibrate loudly, the air around his hand glowed for a second before his stave appeared in it.

"Two Layered Magic Circle:" Lily shouted as he swung the stave forward, and Deep Snow moving back in discerning caution. "Blitzheart!" Lightning was shoot from the two magic circles and charged towards Deep Snow.

"He got him!" Happy shouted in eagerness. But his smile dropped as he saw that the lightning was caught in Deep Snow's hands. Deep Snow showed no emotions as he pushed his hands apart, dissipating the lightning to the walls of the room.

"Swordsmanship, moderate Requip, and an unknown Holder Magic." Deep Snow listed. "You have quite the itinerary of talents, cat."

"Just what sort of magic does he have?" Carla gasped.

"Not a specific type," Lily responded, frowning in realization. "You're using raw magic power to enhance your physical strength and ability."

"That's correct," Deep Snow replied. "My magic was so great, that its first demonstration terrified my father, Gale Raregroove. It was why he sent me to the Magic Council years ago, to destroy it from within."

"But that didn't last."

"No," The dark wizard frowned as he charged forward, striking at Lily relentlessly as the Exceed used both of his weapons to block each attack. "I left to join Lucina-sama in rebuilding Demon Card after the death of our father. But my power was still not enough, as he too was bested and our guild decimated, leaving the underworld to fall to the usurpers known as the Balam Alliance!"

With a kick, he managed to knock the Musica Sword out of Lily's grasp, forcing the Exceed to grasp tightly on his stave. "Three Layered Magic Circle: Mirror Water!" He breathed heavily as Deep Snow's assault was soon halted by the magic circles.

"And yet you serve one of those usurpers, Grimoire Heart," Lily said.

"They are a means to an end," Deep Snow responded as he continued his attack, causing cracks to form in the magic circle. "The Grand Magic World they strive for is also my goal. With it, I can bring back King-sama and Lucina-sama! I can remove the Balam Alliance from power, and restore Demon Card to its former glory!" With a final strike, he caused all three magic circles to shatter, releasing a bright light that faded to show Lily had vanished.

Deep Snow frowned. "Was that all there was?" He then turned to Carla and Happy, who looked at him in pure terror. "Without your warrior, you are weak."

But before he could step forward, he froze and looked up, only to get smacked in the face by Lily's stave as Lily landed in his small form.

Carla began to ask "How did you-" to which Lily smiled.

"I simply shrunk myself and flew up just as the defense shattered."

"Clever tactic," Deep Snow said as he rubbed where the wooden stave hit him. Suddenly the entire ship shook violently.

"What's happening?!" Happy shouted in terror.

"It seems that Hades is dealing with his opponents efficiently," The dark wizard explained. "As long as the Devil's Heart stand, Hades shall not fall."

"Is that so?" Lily said as he grew to his larger form. "Then here's my proposition. Four Layered Magic Circle: Bishamoten's Guard!"

Four black magic circles appeared around Lily's stave, two each on the opposite sides of Lily's hand. A black aura surrounded Lily like a dark cloak.

"Interesting," Deep Snow said. "You're now utilizing your power the same way I do. But that won't be enough." He rocketed forward, ready to strike down Lily. But before he could land a hit, Lily stopped the incoming fist with his free hand.

"Are you sure about that?" Lily asked, before pulling his opponent forward and spinning him once before flinging him towards the door.

Deep Snow smiled as he rose from the crumpled door. "Truly, you might be my greatest opponent yet, cat."

"Not to be rude," Lily responded with a similar expression. "But I'm actually an Exceed."

"Well said, Exceed." And with that, the two opponents charged at each other. The collision of the dark mage's palm and the warrior's stave created a shockwave that shook the entire room.

"Such power!" Carla gritted as struggled to keep her feet planted on the floor. "To think we would be an audience to such a clash!"

"You two!" Lily shouted over the shockwave. "Finish arming the Devil's Heart, then detonate on my signal!"

"I told you before!" Deep Snow shouted. "I have no intention of letting you succeed!"

* * *

"Dark Ecriture: Pain!" Freed scribed his spell and sent it at Yomazu.

"Bō!" Yomazu shouted as he created a kanji that block Freed's spell. He moved back until a box of purple runes surrounded him and the kanji vanished.

"You think I relied on a simple barrier," Freed questioned.

"Interesting," Yomazu smirked. "A Jutsu Shiki. But I have my own tricks. Gō!" He formed another black Kanji in his hands and threw it at the Jutsu Shiki.

"That won't work," Freed countered. "My barrier reduces-" but he paused as the rune wall started to stretch outward, eventually bursting apart.

"What do you think?!" Yomazu taunted. "I used the roar variation of Gō, which acts as both a noun and a verb, increasing its power. Amazing what a single word is capable."

"Perhaps," Freed replied. "But like a wizard in a guild, a word is much stronger when gathered into a sentence. That is the strength of letter magic."

"Is that so, well-"

"Are you guys fighting or having a lecture?!" Cana shouted as she and the others tried to pull Elfman free.

"Least I'm fighting!" Bickslow said as his dolls spun around, spraying yolk everywhere and freeing their mouths. "Baryon Formation!"

"Roger!" The dolls grouped into a pentagon and fired a massive green laser at Kawaza

Kawaza, however, fired numerous eggs at the laser; the eggs cracked open and sprayed yolk into the air when the laser made contact, frying into a large mass of a cooked eggg substance.

"My secret technique, Egg Wall!"

"Shit!"

* * *

"Just a bit more," Lisanna gritted as she and the others finally pulled Elfman free.

"Urg, thanks, sis," Elfman said as he rubbed his head. "Sorry I was taken so easily."

"It's alright, Elf-Nii-chan."

"No it's not," the older takeover said as he got up. "It won't be right until I do my part."

"You barely have any strength left."

"That's alright," Elfman grinned at the steaming egg wall in front of Bickslow. "A man like me only needs a nice meal!" To their shock, Elfman charged towards the wall and began devouring the egg wall.

"He's eating it?!" Lucy gapped.

"That… can't be safe." Lisanna added in shock.

"Geez, when's the last time you ate?" Bickslow asked when Elfman finished.

"He ate my egg wall" Kawaza croaked. "That's impossible."

"Looks like Kain lost," Yomazu commented, then smirked. "That means we got a better chance of becoming one of the Seven Kins."

"You dark guild creeps got some nerve," Elfman growled. "Your guildmates down and all you're thinking about is some promotion."

"Elfman, you must rest," Freed said as he joined the other two males. "You're in no shape to be fighting."

Elfman frowned as he whipped his face. "I can't do that. I failed to protect my little sis. I failed to keep my partner safe. And I know that my nee-san is out there risking her life. If I have any right to call myself a man. Besides," He transformed his arm into its Jet Black Sword state. "As long as I can at least use one arm, I'll fight with every ounce of my body."

Freed was silent for a second before smiling. "Understood. What right we have to stop your spirit."

"Yeah," Bickslow grinned. "Don't worry. I'll make sure Ever learns of how big and brave her fiance was."

"Big and brave. Big and brave."

The takeover flushed at the comment. "H-hey! That's not- I- ah- shut up!" He shouted as the seith mage cackled in amusement

"Wait," Cana blinked. "Since when were Elfman and Evergreen even dating?"

"Long story," Lisanna explained, failing to hide a smile.

"Enough talking!" Kawaza shouted. "Egg Blast!" He fired numerous eggs at them. But while Freed and Bickslow jumped out of the way, Elfman charged forward and used his tendrils to block the eggs.

"Imposs-uff!" The chicken-man choked as Elfman wrapped the tendrils around him before throwing him into the air.

"Bickslow!" Elfman shouted

"Barbecue time, babies!" Bickslow cackled as his dolls fired at Kawazu.

"Shit!" Kawazu screamed as he was scorched by the attack, leaving him crashing down with his feathers scorched.

"Kawazu!" Yomazu shouted.

"Dark Ectricture:" Freed said as runes covered his body. "Darkness!" he roared as he entered his demon form.

"I-is that, Immersion State?!" Yomazu gasped as he quickly wrote Bō to block the Letter Mage's attack. "How's that possible?! Are you from that clan of monsters?!"

"Clan?" Freed stopped in confusion, leaving him open for Yomazu to smack him with his kanji.

"I don't care what you are, Freak!" Yomazu growled. "You'll die like the-" He froze, then screamed as hundreds of jolts of pain echoed from between his legs.

"Hey, a swordsman with no sword," Bickslow smirked as he removed his leg from Yomazu's balls, who then grabbed then in agony. "Has no honor right?"

"Dark Ecriture: Nightmare!" Freed scribed the runes onto the distracted Yomazu's chest. Yomazu's eyes became full violet as he suddenly screamed in terror, grasping his skull as he collapsed.

"Talk about brutal." Bickslow gruffed as he looked at the comatose enemy,

"You have no room to talk, Bickslow." Freed countered while turning back to normal.

"Especially with that unmanly trick," Elfman added as he reversed the transformation on his arm.

"You say unmany, I say effective."

"In any case, we're safe for at least a few minutes." Freed said solemnly Our hopes now lie with Gajeel and the others."

 **And that's that.**

 **the Elfman: What a manly fight!**

 **Cana: Not bad. Almost as good as in the anime.**

 **Lily: The fight with Deep Snow was also enjoyable. I hope my fight with him was as good with his fight against Shuda.**

 **Lucy: And you even used the moment where Aries trapped Kain.**

 **Freed: I am definitely curious when Yomazu mentioned a clan of monsters.**

 **Hmm, I wonder what that means? Anyway, leave your reviews, and stay toon for the conclusion of Fairies vs Hades.**


	69. Charging Towards Hades Part 2

**And here we are. The conclusion to the grand battle between Fairy Tail and Grimoire Heart. I just want to thank ItzNikkiBlack for favoriting and following Alternate Tail, and to thank Ray Akaba 210 for their reviews. I'm glad that you enjoyed the detour chapter from last week, especially with the girls.**

 **Lisanna: Thank you, Ray.**

 **Lucy: It was a pretty enjoyable win.**

 **Cana: Hey, when we fight, we always win.**

* * *

 **Well, for your big return, I'll leave the disclaimer to you.**

 **Jellal: Of course, DigiXBot does not own Fairy Tail.**

* * *

 **Charging Towards Hades Part 2**

" _Is that true, Gajeel," The figure said as Gajeel collapsed onto the floor. "Is this man really the Second Master?"_

" _Those eyes," Hades said as he gapped at the man. "Yuri?"_

 _Gajeel was surprised for a second before smirking. "You got shit timing, Tattoo-Face."_

 _Jellal Dreyar let out a laugh as he faced Hades. "Like you're one to talk."_

"Yes, now I know you," Hades said with a frown. "Your Makarov's grandson, Ivan's child."

' _Jellal?'_ Lyon thought as he tried to read the expression on the Cosmic Dragon Slayer. ' _Why is he here? Is he here as an ally, or an enemy?'_

"Is he really master's grandson?" Kagura asked in amazement

"From what I heard, you were banished after endangering your guildmates," Hades continued.

A noticeable frown came to Jellal's face. "That's correct."

"Why are you even here?" Mira asked sternly.

Jellal turned to face her. "I simply wish to visit the home of my forefathers; to see Mavis's grave one last time. I didn't expect to meet another wingless fairy."

"Tattoo-Face," Gajeel said sternly. "This bastard, he's the one that hurt the old man."

"Is that so," Jellal sighed. "He's already been hurt by his cruel son and his prideful grandson," a scowl then covered his face. "He has no need to be betrayed by his mentor!"

Before Hades could realize what was happening, Jellal sent a fierce right hook into the dark wizard's face. Hades was pushed back and left open for the Cosmic Wizard to punch him into the floor. But before Jellal could send another punch, Hades leaped away.

"Cosmic Dragon's Meteor!" The familiar golden aura covered the dragon slayer as he flew after his opponent. However, Hades shot a chain towards the ceiling and used it to pull himself away.

As Jellal landed on the floor, Hades created a new chain to pierce into a massive glove at the back of the room, pulling it off its pedestal and swinging it towards Jellal. Jella moved away as the sphere destroyed the floorboard in its path.

Hades then released the globe and let it fly towards Levy, who shrieked as it flew above her. He created a massive shield made of magic circles as Jellal released a powerful roar at him, which only uplifted the floor in front of Hades. The smoke allowed Hades to shoot at Jellal; the dragon slayer was kept off balance while dodging, allowing the dark wizard to generate a series of runes around the dragon slayer.

' _An Amaterasu's Formula formed so quickly?!'_ Jellal thought as the runes glowed before he was trapped in a white eruption of magic. The explosion released a shockwave that pushed the other fairies back.

When the explosion faded, a smoldering crater was left. But it was for not as Jellal was seen flying above before striking at Hades from behind with an enhanced kick, knocking the dark wizard onto the floor.

"Incredible," Levy gasped.

"I knew Jellal was strong," Mira said. "But still, with only one leg as well."

Hades glared at the younger wizard as he got onto his feet, to which Jellal glared back with equal vigor.

However, Jellal's face suddenly clenched in pain as he fell to one knee. Red lightning danced on his body.

"That spell did damage him," Levy realized in terror.

"To think you could survive Formula 100 of the Amaterasu is impressive," Hades said, "but no man can fight that long afterward." Before Jellal could move, Hades sent two chains that pierced through Jellal's hand and foot, before striking the ends connecting into his hand into the floor nearby. Jellal gritted his teeth as he struggled to break free, but he felt his strength waning by the second.

"What are you waiting for," Lyon roared at him. "Move already!"

"I've always seen myself as powerful, and that was already a mistake," Jellal let out. "But to met a man so much stronger, shows me how weak I am."

"You are just like Yuri and Makarov," Hades said as a violet sphere of magic appeared in his palm. "But this a lesson you won't learn from!" A powerful beam of magic was then fired straight at the Cosmic Dragon.

"Get up, Jellal!" Mira shouted at him.

"That attack's going to kill you!" Kagura yelled.

"I may not be a member of Fairy Tail," Jellal said as he was hit by the light from the coming beam. "But if something happens to grandfather, I have the right to be enraged, right?"

"Of course you do!" Gajeel roared. "Don't go sounding like your giving up!"

"I'm sorry I have to quit like before, Gajeel," Jellal smirked as his free fist glowed immensely with cosmic magic. "But this time, I'll place my faith-"

"What are you-"

Whatever else was said was silence by the immense explosion released from Hades's attack, with so much force that some of the fire escaped the airship.

Jellal was freed from the chains, but not before falling into a large hole reaching into the floor below.

The other fairies could only look at their former guildmate in horror and worry, while Hades smirked at his perceived victory. But their expressions were shaken when they saw a bright golden glow rising from the floor.

"Last time… it was fighting me," Gajeel gritted, his shaking body surrounded by Cosmic Magic. "But this time… it wants to fight with me…"

"I hope that meal was satisfying," Jellal said, blood seeping from the puncture wounds on his hand and foot. "It took all I had…"

"He… he put every bit of his magic power into Gajeel!" Mira shouted in realization. "He took that attack without any magic!"

"Why…" Gajeel growled, his body shaking

"I may be the master's grandson, but I'm not a member anyone," Jellal said. "The only one with the right and power is a guild member with just as much rage. So take all of our rages, and deliver them a hundredfold."

Gajeel smirked as his body was covered in iron scales, blocking out the glow. "No problem, Jellal."

The tone of his scales came as they became as bright as silver. His black hair became wilder as a blue streak raced down the center of his scalp. He closed his eyes, feeling both the magic and rage inside.

"He's combing Jellal's cosmic magic into his armor," Lyon said. "He's become…"

Gajeel stepped onto one knee as a golden aura faded in and out like a lighter. "Iron Cosmic Dragon's…" His eyes shot open, revealing two golden globes. "Asteroid!"

Covered with a golden aura, Gajeel rocketed into Hades with the force of a missile, pushing him through the air.

' _Just like with etherion from before…'_ Mira thought. ' _Though I don't know how long it'll last…'_

Gajeel continued to slam into Hades from every angle, barely giving him a chance to recover. But during his reign of attacks, he saw a slight glow from under Hades's eyepatch "Enough!" Hades roared as he blasted a bullet of magic into Gajeel's face, pushing him away.

Gajeel landed onto his feet, though a large crack was visible on his forehead. "No matter how much you combine your magic," Hades shouted as he fired numerous magic bullets at Gajeel. "You can't overcome me!"

Gajeel gritted his teeth as he crossed his arms. "Iron Cosmic Dragon's Kronos!" His hands became a pair of scythes, each glowing with cosmic energy.

"Hades!" The dragon slayer roared as he ran towards his opponent. "I have a message from Makarov," he used his scythe to deflect the incoming bullets. "And from everyone! But you," He crossed his arms once again as he was a mere foot from the shocked Hades. "Can choke on it!" With both scythes, he left an x-shaped cut onto his opponent chest, and the cosmic magic covering them seeped into the new wounds, cauterizing them but also leaving great pain in the wake.

"Enough! Amaterasu Formula 64!" As Gajeel slide back a set of five magic circles surrounded him and forced his limbs to be spread apart.

"You are becoming," Hades gritted as he held his hand forward. "A true annoyance." But before he could say more, Gajeel release a mighty roar as his body released a cosmic aura, shattering the magic circles like glass and freeing Gajeel as his chest began to glow

"What?!"

Gajeel started to growl as he slowly opened his mouth. "Iron… Cosmic… Dragon's… ROOOAAARRRR!" Along with a powerful and deafening bellow, from Gajeel's mouth came a golden storm that not only struct Hades but broke through the wall behind him, continuing on as it sliced through the treeline of Tenrou.

* * *

"What is that?!" Lucy shouted as she clenched her ears.

"I never heard anything that loud!" Lisanna yelled as she did the same.

"You think that was Gajeel?!" Bickslow suggested.

"If it is, then may Mavis continue to aid him," Freed said

* * *

Further deep in the island, Gildarts grinned as he heard the loud roar of his junior

* * *

The air pushed back from Gajeel's roar nearly sent the other fairies flying away. But the real power of Gajeel's roar was not how large it was, but how precise.

Deep in the storm, microscopic shards of iron were sent flying at speeds comparable to Jellal's Meteor and Gajeel's Asteroid. At that speed, they came towards Hades like numerous bullets, cutting at his body. The shards were also radioactive, so they not only damaged Hades's full body but also his cellular makeup.

When the storm faded from Gajeel's mouth, Hades was left collapsed in the floor, covered in burn marks and rivers of scratches all over him. Gajeel stumbled as his scales fell off him, the blue streak in his hair fading away as he moved closer to an open edge of the ship that led to the water below.

"Gotcha!" Before the weaken slayer could hall to his death, his massive hand was grabbed by Levy. Using both of her arms and all of her strength, she managed to pull him back into the ship, letting him fall on her instead

"That was, without doubt, the most reckless thing you've ever done," Levy sighed from beneath him

"That's shrimp," Gajeel moaned weakly as he got back onto his feet. "I used up every last bit of magic in me…"

"I barely have much myself."

' _He ate an immense amount of magic that wasn't his element,'_ Mira thought as she watched the two. ' _I would be surprised if he doesn't end up collapsing like he did after eating Etherion.'_

"It's finally over now," Lyon said as he got onto his feet.

"We can go home now," Kagura added.

"I see now," all five froze as they heard Hades voice from behind him. Turning around they saw that even with all his injuries he was back on his feet, a faint purple aura surrounding him. "Makarov has raised a powerful generation. My heart has never been pushed this far."

"Does that mean…" Kagura gasped. "Carla and the others didn't…"

"For such valor and potential, I shall thank you with a worthwhile death." He grabbed his eyepatched and slid it off his face. His right eye opened, revealing a marble of great dark magic.

"I will awaken, my Devil's Eye!" Black winds surround him as the temperature fell significantly. The air turned into a midnight hue as he spoke. "Welcome, to the domain of nightmares. Welcome, to the Abyss of Magic!"

"No way…" Lyon shouted, his jaw falling to the floor.

"This can't be…" Kagura cried, feeling both her heart and Archenemy beating in terror.

"I never felt magic like this," Mira grabbed at her forehead as she felt the demon souls inside shake in terror.

"It keeps getting stronger," Levy held a hand to her mouth to hold back bile as if the air itself was making her ill.

Sweet raced down Gajeel's face as he glared at the dark master.

"Children of Makarov," Hades spoked. "this is the end of your tail."

Gajeel tried to move, but instead, he fell to one knee as the terror pressed down onto him.

"Gajeel!" Levy shouted.

"I can't move…" Gajeel gritted. "I have no power left…"

"No matter what type of magic you know, you will end up on the path of darkness. I searched for this power, sought the One Magic, for many years, so I can accomplish my goal."

"You called me a worshipper of Zeref, dragon slayer. But you are wrong. Zeref is nothing but a key to the Grand Magic World. Any spell is capable, once I have the Magic of One!"

' _Beelzea. Kitsune. Tell me you have something…'_ Mira ask. But there was no response.

' _The One Magic,'_ Levy thought, her body shivering. ' _I know it. But this can't be what grandfather meant!'_

"You have potential, but none of you yet have the resolve to enter the abyss." Hades spread out his arms, then swung them slowly.

"What is he…" Lyon asked.

"From Chapter 4, Scripture 12 of the Books of Zeref. Hidden Magic, Punishment of Heaven, Nemesis!"

A black ooze seeped from the rubble behind him, growing ever larger and shifting into limbs and jaws. Soon an army of demons was standing by him, snarling for their first prey.

"He's making demons, no, making life from the rubble!" Lyon gapped, shaking in fear.

"No. No. No." Kagura shook her head, hoping to wake up from such a nightmare.

Some of the oozes traveled up Hades's body, becoming a black armor around him.

"With the power of the Abyss, I can create life from even the lowliest of rocks. I have reached strength that Zeref will fear. This demonic armada borne of my will is one of the hidden magic I possess!"

' _Those things are beyond any of my own creation. Beyond what Gajeel or the others can do,'_ Lyon thought, feeling his strength seeping from him. ' _How can we even win?'_

' _I can't stop myself from shaking,'_ Mira could only stare at her quivering hand. ' _Why am I even afraid?'_

' _I'm scared,'_ Kagura cried in her hands. ' _What can we even do?'_

Levy wrapped her arms around Gajeel. ' _I'm too scared. Someone, anyone…'_

She stopped as she felt a hand grabbing her arm. "It's okay to be afraid, Levy." She heard Gajeel say.

"Gajeel?"

* * *

" _Fear isn't 'evil.' Nor is it a 'weakness.' Rather, it is the insight of your weakness."_

* * *

"By knowing it, you can become stronger, and more gentle," Gajeel recited the words from his heart. "You can find new solutions."

He slowly rose to his feet as he got onto his feet, the others watching him in shock. "We know our weakness. Each of use alone is weak. So let's get stronger and find a way to beat him. Let's use our fear to push us forward!"

"You're right," Levy smiled as courage build inside her. "We won't let our fear hold us back!"

"We'll use it to get stronger together," Mira said as she and the other rose up.

"I'll be fine," Kagura said. "Now that I'm with you."

"We won't be giving up yet," Lyon smirked. "What sort of wizards would we be if we did."

"If we can't beat all of them," Gajeel said. "We just have to beat the general."

"We need a strong enough spell to do that, and he might as well be unstoppable"

"Or a spell strong enough to unbalance him." He turned to Levy. "And if this is darkness, we need light."

"M-me?" Levy gapped. "I might have enough for a purity spell, but I don't know if it's strong enough!"

"Well don't know," Gajeel smiled. "Just believe it is. Just believe in each other."

"Such bold yet empty words," Hades said as rose his hand. "But such hope ends today."

"We're not dying today asshole," Gajeel snarled as the other prepared to move. "We're unbound from that future!" And with that statement, Gajeel and the others raced forward.

"What can you hope with such minuscule power?!" Hades roared as he trusted both his hands, causing some of his demons to glow a menacing violet. "Go forth, my Armada!"

The demon released blasts of dark magic at them, striking at the fairies heels. But the five continued on, managing to avoid being hit.

However, one blast managed to unbalance Levy, causing her to fall head first to the floor.

But before she could make contact, her arms were grabbed by Mira and Kagura. Both smiled at her as she nodded, and with all their might they threw her forward.

Seeing Levy behind them, Gajeel and Lyon stopped and each lifted one leg. Lyon gave her a confining smile, while Gajeel had a smirk that showed his confidence in her. And with their kicks, they pushed her by her soles and send her flying towards Hades.

' _Alone, I am weak, and I am afraid,'_

"Send them to the bottom of darkness!" Hades roared.

' _But with my friends behind me, I have the power-'_

"The sun sinks for Fairy-"

Out of nowhere, a massive explosion came from beneath them, releasing fire that sprayed what remained of the ceiling into the sea around them.

As the smoke faded, Hades realized that Levy's palm was on his face.

' _To fight on!_

"Get off me!"

"Holy Scrioptúr: Íonaigh!"

* * *

One Minute Before

"The heart shines brighter!" Deep Snow roared as he and Lily clashed. Behind them, the Devil's Heart glowed at an immense strength. "Whatever comrades you have will fall today, just as you will!"

The black aura surrounding Lily was starting to fade as his breaths became shorter and shorter. "I may not have much left," Lily growled. "But if I fall, then I take you with me!"

The two stepped back before charging once more. But as Deep Snow sent a single fist charged with Magic, Lily placed both hands on his stave and ducked under the attack, before slamming his weapon into his opponent's chest, channeling what remained of the black aura into the attack.

The immense magic and power clashed with Deep Snow and send him crashing into the charged Devil's Heart. And with that, Lily collapsed and reverted back to his smaller form.

But before he could hit the floor, Happy grabbed both him and his stave and flew towards the exit. "Let's hurry!"

"We've done our part!" Carla flew after him with the Musica Sword in one paw and a glowing runestone in the other. "So let the others do theirs!"

Deep Snow looked around and saw that the runestones were all glowing a bright shade of purple. "Forgive me, Fath-"

His last sentence was lost in the explosion.

* * *

As the morning light landed on all of them, Hades screamed as bright blue runes were scribed onto his face, some of them seeping into his Devil's Eye and causing further agony.

' _My heart!'_ Hades screamed. ' _It was, destroyed?!'_

"I did it?" Levy gasped as she let go, falling to the floor as she saw the demons around Hades crumbling away to dust. "I actually did it!"

"Nice one, Shrimp!" Gajeel smirked.

"Everyone, look!" Kagura shouted, pointing back to Tenrou. To everyone's surprise, they saw the Tenrou Tree standing tall and strong above the island as if it had never fallen in the first place.

"Tenrou Island's back to normal!" Lyon exclaimed. "But Azuma's dead, so who-"

* * *

At the base of the Tenrou Tree, Ultear panted heavily from strain as she fell onto her knees. "It took everything I have," She said as Juvia coldly watched from behind her. "But it is reborn."

* * *

All of the Fairies guild marks began to shine like newly born stars. The white mark on Mira's left thigh. The Violet mark under Kagura's stockings. The navy mark on Lyon's chest. The black mark resting against Gajeel's right shoulder. And the blue mark on Levy's shoulder blade.

"Our magic power," Realization quickly hit Mira. "it returned!"

"I won't let Makarov's children," Hades roared as he prepared to strike the startled Levy. "Defeat this restless devil!"

But before he could attack, Jellal slammed his fist against his face.

"Jellal?!" Levy shouted.

"Don't stop, Fairy Tail" The Cosmic Mage shouted as he pulled back. "End this quickly!"

And with that the fairies sprung into action, silver scales starting to cover Gajeel's body…

"Solid Script: Tornado!" Generating her spell with ease, Levy sent Hades flying into the atmosphere.

Behind him, Kagura used her gravity magic to jump high into the air. "Hiyaa!" She unsheathed Archenemy and struck his back, breaking much of his spine and ribs as she sent him back to the floor.

"Ice Make: Lycanthrope!" With his armor ready Lyon sliced at the enemy's chest, spraying blood into the air.

"Satan Soul: Sitri!" Transforming quickly, Mira grabbed Hades and used a suplex to slam him to the floor headfirst while burning him at contact.

"My turn! Dragon Slayer's Secret Art!" Gajeel rose his arm to the heaven as it transformed into a blade that was three times as tall as the common trees of the nearby island and covered in a golden aura. The others quickly moved out of the way as Hades slowly got up

"Karma Demon: Titan Sword!" He swung the behemoth blade down, and Hades could not move in time as the sword crashed into him. The golden magic propelled him down the blade, cutting his flesh further as he screamed in agony, before crashing into one of the remaining walls and destroying it.

"This isn't your guild!" Gajeel roared as he transformed the blade back to his arm, before thrusting it to the sky "It's our Fairy Tail!"

 **And there it is! The ultimate conclusion to a grand fight!**

 **Gajeel: Alright! That new form makes Salamander's "Lightning Flame Dragon" mode look puny.**

 **Levy: It was certainly different. I didn't expect to play such a major role.**

 **No problem. Anyway, comment what you thought about this chapter. Only two chapters left for the Tenrou Arc. See ya soon.**


	70. Cana's Wish

**Ha, ha, I am here!**

 **Gajeel: Yeah, we can tell.**

 **Geez, take a joke. Anyway, now that we're done with that, I want to thank dragonbane522 and AmaiShiNoNeko for favoriting and following Alternate Tail.**

 **I also want to thank finch6, Fin-Fish Jun-Tenshi, Ray Akaba 210, Fenghuang0296, OneWhoCharms for their reviews. I'm glad you enjoyed Levy's special role, Ray. And OWC, glad you liked Gajeel's powerup.**

 **And I can sense the fear and anticipation for what will come next, fu fu fu...**

* * *

 **Alright, for this disclaimer, I leave it to two special guest.**

 **Cana: No problem. DigiXBot does not own Fairy Tail.**

 **Gildarts: Hiro Mashima does, although he should put in some more father-daughter moments with me and Cana-chan…**

 **Cana: Urg, old man! I need space you know!**

 **Aw, such an enjoyable trope.**

* * *

 **Cana's Wish**

" _This isn't your guild!" Gajeel roared as he transformed the blade back to his arm, before thrusting it to the sky "It's our Fairy Tail!"_

"Guys!" the fairies turned away from the fallen Hades and saw Carla and Happy flying frantically towards them with an unconscious Lily and his weapons in their arms.

"Carla, Happy!" Kagura shouted. But her jaw dropped when she found that several dark wizards were chasing the Exceeds.

"Don't let them escape!" Bis shouted as he led the other wizards. "They blew up Hades's heart and killed Deep Snow-sama!"

"Fuck," Lyon growled as the other braced for a fight. "I don't have any magic left."

"Get ready," Mira ordered as the dark wizards got closer. But before they could attack-"

"Hold it right there!" Everyone stopped when they heard the familiar gruff voice and turned to the source.

Standing strong and ready were Cana, Lisanna, Elfman, Erza, Lucy, Natsu, Freed, Evergreen, and Bickslow. And in front of the gathered fairies was a stern Makarov.

"Everyone's okay," Levy said as she and the others gaze at their guildmates in joy, while the dark wizards stiffened in fear.

"There's a lot more of them now!" One of them shouted.

"T-that's Makarov?!" Bis yelled, quivering in his boots. "But how is he-"

"Look!" a third shouted as he pointed to Hades. "Master Hades has been defeated!"

"Do me a favor," Makarov said coldly to the terrified dark mages. "And leave our sacred land!"

"Yes sir!" and with that, all of the dark wizards jumped off the downed airship and swam away from Tenrou.

Once they left, the fairies joined each other in celebration.

"Nice job here, Levy," Cana said as she wrapped her arms around the letter mage.

"Thanks," Levy said with a slight blush.

"Happy, you're alive!" Natsu said as he hugged his partner.

"Urg!" Happy gasped as he was crushed in the slayer's embrace. "I should be saying that to you!"

"I didn't expect to find you here," Erza said to Mira as the she-demon chatted with her siblings.

"I'm there when I'm needed," Mira smirked.

"That's my nee-san for you," Elfman boasted. "A real man among men!"

"I'm just glad you and the others are okay," Lisanna smiled

"Someone really pushed himself," Gajeel said as he examined the inert Lily, while Kagura and Carla chatted nearby

"We have no right to talk," Lyon argued. He frowned as he examined the crowd. "Hold on, where's Merudy?"

"She wasn't at the camp when we came here," Freed answered.

"Last time I saw her she was with Mira-nee," Lisanna inputted.

"You mean she's still out there!" Lyon shouted.

' _I hope she's alright,'_ Mira thought.

' _The greater concern might be Zeref,'_ Kitsune argued.

As this happened, Makarov walked over to his sitting grandson. "Jellal," he said. "It's good to have you back."

"..."

"Did you really think I would say that, you moronic brat?!" Makarov yelled as his head inflated to massive size. "What gave you the idea to come to our sacred land while you're still expelled!"

"I get it, grandfather," Jellal sighed in exasperation.

"Calm down, master," Lucy intervened, worried about the old man's strain.

"That's a big head," Happy pointed out.

"J-Jellal?" Freed said tearfully as he saw his former leader. "It is you!" He and the other Nebula Knights jumped onto the surprised Cosmic Dragon and pulled him into a tight embrace as he stumbled back a step.

"Today is a good day!" Freed proclaimed.

"Welcome back, Jellal!" Evergreen said.

"The bands together again!" Bixlow yelled.

"Together! Together!"

'Looks like Master is as strict as always," Mira pointed out. "Though between what Jellal did before and what he did now, it's hard to say if he's right to be."

"If that's what master says," Erza said, then smiled. " _Still_ being exiled, huh/."

"Well, that's enough sappiness for now," Gajeel interrupted the gathering with a smirk. "So let's get back to the exam!"

"You can't be serious," Levy gaped at him in disbelief.

"Hell yeah, I am! The last part didn't count cause Grimoire Heart butted in! Best way to pick a winner now is to fight one on one!"

"How hard in the head did that Hades guy hit you?" Natsu questioned. "There's no way you can fight after everything that happened!"

"Calm down, Natsu," Lucy said.

"Don't be so sure, Salamander," Gajeel countered. "Now that I'm a Cosmic Dragon Slayer I can-" He suddenly froze before collapsing to the floor.

"Gajeel?!"

"All that talk and that's it?!" Natsu shouted.

"Yep," Mira groaned. "Just like Etherion."

"Why don't we head back to the camp," Kagura suggested.

"Agreed," Carla said. "The best thing we can do is rest up and get any injuries properly treated."

"Fine by me," Mira said, and with that, the Fairies made their way off the airship.

' _I hope father's alright,'_ Cana thought.

' _First thing I'll do is find Merudy,'_ Lyon decided.

"Wait for me!" Levy shouted as she barely got the unconscious Gajeel onto his feet. "Geez, you weigh a lot," she then smiled as she carried him away.

Makarov was watching the others leave when he heard Hades spoke. "Makarov."

He turned and faced his damaged and burnt predecessor. He took notice of the various injuries that prevented Hades from moving. "Finish me off," Hades said. "Do what your children fail to accomplish…"

"I learned so much from you, Master Precht," Makarov said. "And for that, I'll let you live,"

"Such foolishness. If you let me live, I'll destroy your guild."

"You may have beaten me," Makarov crossed his arms with pride. "But you lost to my children."

"Not true," Hades coughed. "My Heart was destroyed, enabling the letter mage to weaken me. And the Tenrou Tree was restored, allowing the others to unleash a final attack. If those coincidences did not happen, I would not have lost."

Makarov was silent for a few seconds before speaking. "Tell me, Precht, why? Why did you fall into darkness."

"The day Warrod, Yuri, and I met Mavis was the day that started my true life. And when Mavis was taken from this world, I sought to restore her. But the magic I had access as a master of Fairy Tail was not enough.

"So I decided to leave, handing the reins to you, believing you can preserve the guild until I choose to return. But on my journey through the world, I learned the truth. The miracles that we called "magic" sprung from the darkness. And it was the darkness that had the answers I sought.

"The world that overflowed with magic is a world of lies. But the world Zeref came from had the solutions. I know that the Grand Magic World would provide the means to bring her back. That's why I searched for the keys to awaken Zeref, in order to use him to unleash the Grand Magic World.

"And I was so close. So close to the 'One Magic...'"

"Even if you reached it, it wouldn't have changed anything," Makarov said, not seeing Jellal turn his head towards him as Freed helped the slayer head to the camp. "It doesn't matter if magic sprang from 'darkness,' nor if it sprung from 'light.' Magic is alive, growing through the ages. It can be light or dark, red or blue. But it still lives with everyone, with Fairy Tail. That's what I learned from you."

And with that Makarov left to join his children. But for a brief moment, as Hades saw his pupil leave, he saw next to Makarov a blonde-haired girl. She stared at him not with joy, nor anger, nor fear, nor sadness.

She stared at him with disappointment.

And it was the most haunting sight for the dark mage.

* * *

The morning light struck his face as Doranbolt arose from unconsciousness. "What?"

"Welcome back," He looked up and saw Lahar kneeling above him, worry etched on his face.

"What happened?" Doranbolt asked as he realized he was on the Magic Council battleship.

"A pair of flying cats dropped you off with your wounds treated," Lahar answered. "And yes, it is as weird as it sounds."

"Honestly, I'm not surprised," Doranbolt groaned, before hastily springing up. "I got bad news. I tracked down Zeref, and I heard him say that Acnologia was coming."

"The chaos bringer?!" Lahar exclaimed as fear struck the other rune knights. "Are you certain?!"

"I am…" Doranbolt nodded.

"Then there's no time to waste! Raise the sails!" Lahar's men obeyed and rushed to get the ship moving as soon as possible. "Acnologia is classified as an SSS-Class Natural Disaster! Evacuation is mandatory!"

' _I wonder if the Fairy Tail wizards heard my warning in time,'_ Doranbolt thought, but he then frowned. ' _But why did I choose to warn them first before my comrades?'_

* * *

Back at the camp, Gajeel and Lily were lying next to each other in slumber. However, Gajeel was snoring so loudly that the nearby trees were shaking.

"How can Lily sleep through that?!" Elfman shouted as he and his sisters stood above the two. "Could someone put a cork in Gajeel's mouth?!"

"He'll be like that for days at the worst," Mira sighed in exasperation.

"I might have a way to make it better," Lisanna giggled. Much later, she was holding up the slumbering slayer with his hair in a thick perm and wearing glasses.

"Meet Gajeel Rosavulpe!"

"All we need is some fake boobs and a pencil skirt and they could be twins," Mira added with a chuckle.

Elfman turned away from the pitiful sight. "That's just wrong."

"Between fighting Hades and Deep Snow, I doubt any of them will get up soon," Carla said as she and Happy ate by a table.

"Aye! Imagine if Deep Snow beat us and reached the others here,"

"Reached the others?" Elfman blinked as he overheard the two. "Was this Deep Snow the 'Chaos Bringer' the council guy was warning about?"

"Hope you didn't get roughed up too bad, Happy!" Natsu shouted as he came over, before breaking down into a series of coughs.

"I should be asking you that," Happy said in deadpan.

"It's great to have ya back, boss!" Bickslow said to Jellal.

"Welcome back! Welcome back!"

"Technically I'm not back per say…" The dragon slayer began.

"Jellal-sama is back!" Freed cheered as rivers of tears ran down his face. "Today is a good day!"

"Were you even listening?"

"A lot has happened since you were gone," Bickslow smirked. "Freed's been teaching that letter mage girl Gajeel hangs with, and," he cackled. "Evergreen and Elfman are engaged!"

"They are?" Jellal asked with a raised eyebrow just as Evergreen and Elfman ran over to them.

"It was a bluff you idiot!" Evergreen screeched at the seith mage, who just cackled in response.

"There's nothing going on between us!" Elfman yelled before Jellal placed a hand on his shoulder.

"Take good take of her," The Cosmic Dragon said, adding a serious nod.

"What does that even mean?!" Both the take-over and the petrify mage shouted.

"I have to admit," Kagura said to herself as she watched the scene from behind a tree. "Jellal is a lot less scary than I heard he was."

"True," Kagura stiffed as she saw Erza standing behind her. "Though I best advice getting to know him first before making a decision," she smiled. "He might surprise you."

Kagura smiled back,"I see…"

"Glad that everyone can get back on their feet," Mira commented.

"True," Lisanna nodded. "Ever since the Tenrou Tree came back, I've been feeling better than I ever had before."

"Yeah," Mira frowned. ' _How did the tree get back up? Was it Ultear?'_

"Enough of this!" She turned to Lyon, who was tied to a tree by bandages. "We should be looking for Merudy!"

"None of us are in the best shape, Lyon."

"And she is?!"

Both stopped when they saw a nearby bush shake. "Hey…" Merudy groaned as she crawled out of the shrubbery. "Do you have to talk about me while I'm away..."

"Merudy!" To Mira's surprise, Lyon broke free of the bandage bind that held him and rushed to help the Maguilty mage onto her feet. "Are you okay?!"

"I'm fine," Merudy nodded, then frowned. "Except that, I lost Juvia and Zeref."

"What matters is that you're fine." The ice mage protested.

' _Hmm, what's going on between those two,'_ Mira thought.

' _We have more pressing concerns,'_ Kitsune interrupted. ' _If Zeref is still out there, then the world is in grave danger.'_

"All that's left is Gildarts," Levy commented to Cana.

"Yeah," Cana replied half-heartedly.

"Don't worry, I'm sure he's fine."

Levy's comment did not reassure the card mage. ' _Where are you, dad…'_

"You're kidding?!" Both turned and were shocked to see a laughing Gildarts sitting next to Jellal. "You got expelled! Ah ha ha ha!"

"How is that funny?" Jellal groaned in annoyance.

"Cause you were the good kid! If you did that, then I can't imagine what crime someone like Mira or Gajeel committed!"

"Do you have any faith in me, Old Timer?!" Gajeel roared as he sprung awake, while Lily rubbed his eyes.

"Gajeel, wait until noon before shouting…" The Exceed grumbled.

Cana stared at the scene in shock before she and Levy broke down in laughing, revealing in the new found peace.

* * *

Meanwhile, the battered and unstable airship of the Grimoire Heart guild was flying towards the horizon. Inside, the remaining dark guild wizards were working overtime to keep the ship flying.

And deep in a private quarter, Rustyrose and Kain were sitting on the floor with defeat evident in their expression, while the half-alive Hades sat still in a chair.

"It was against faith," Rustyrose growled. "For us to be defeated…"

"We lost big time," Kain groaned.

"Zeref was right in front of us! We were so close to the 'Grand Magic World!'"

Rustyrose stiffened when he heard approaching footsteps from the dark hallway in front of them. "Who's there!"

"People like you are the reason I exist," When Rustyrose and Kain saw who said this, their jaws dropped as they fell to their knees in a bow.

"Your heartless actions have now summoned forth Acnologia. The end of an Era is now," Zeref stared straight at Hades, whose eyes contained a mixture of emotions that Zeref could not recognize. But the Black Warlock was able to grasp on one aspect from his face. "I hope you're proud of this, Precht."

"Who-who's Precht?" Kain asked in terrified confusion.

Rustyrose followed Zeref gaze to his master and asked "Master Hades, you, you knew Zeref? Why didn't you tell us?!"

"What are you waiting for?!" Hades shouted. "Grab the keys and prepare for his awakening!"

"That's not necessary, Precht," Zeref replied coldly. "I've always been 'awake.' Since today, since 98 years ago, and for the last four hundred years."

"I-impossible!"

"I learned from your God Slayer how many were slain for just one 'key.' I can only guess how many in total were sacrificed for a farce."

"What do you mean?" Hades questioned furiously.

"The cultists that worshipped me believed in 'keys' that can bring the Black Warlock they believed in. It was nothing more than a mere Fairy Tail. But I was never asleep. I am still the Black Warlock you searched for."

"But my 'eye!' I saw Ultear defeat you easily! I had trouble believing you were the same man that taught me!"

"T-taught?" Kain stuttered out as he and Rustyrose sweated in terror.

"Yes," Zeref said. "But let me make it easier. That was my true power," The atmosphere became colder as he spoke. "at the time."

"The war Four Hundred Years ago saw the slaughter of countless humans and dragons. But there was one particular day that I learned the value of human life. And from then on, my curse began to reign havoc. The more I value life, the more my body takes it away. To prevent this theft, I had to forget the weight of a human life. Thus my contradiction."

"That's why, that's why you were keeping away from us!" Hades shouted as horror seeped into his tone. "So when you learned of human life value-"

"The person we both loved paid the price. And since then, I couldn't control my curse or my magic. But if I choose to forget the value of a life in front of me, that's a different story.

"You caused this, Precht. Your ambition had led to countless suffering, and even further now that Acnologia has returned from the shadows too early. But since I seeded those ambitions, it'll be my responsibility to clean it up."

"You keep talking about Acnologia!" Hades shouted. "What do you-"

"You will get no answers," Zeref said as he raised his hand, shadows of magic surrounding his frame. "The only thing you can do... is repent!"

* * *

Far away from the airship, a raincloud rested above a small rowboat, on which Ultear and Juvia were above.

"Is everything alright, Juvia?" Ultear asked as she rowed, but the blue-haired child remained silent. "I know it'll be hard, but we have to forget it. About Zeref, about Grimoire Heart…" A series of squeaks grabbed her attention. "Look, Juvia, dolphins!"

"Ultear," Juvia spoke up. "Was it you, that attacked Juvia's village?"

Ultear stopped rowing as Juvia continued. "Juvia's friends. Juvia's family…"

"Yes."

Juvia froze at the calm answer Ultear gave her. "I knew I would have to tell you. I saw this life as the 'First Round.'" Rain started to pour down on both of them. "No inhuman act I committed would matter once I reached the Grand Magic World, and start my 'Second Round.' That would have been our true life."

The boat rocked as Juvia sprung up onto her feet, a dark shadow on her face. "I know my 'intent' is no justification for the suffering I cause. I was a foolish woman, seeking the happiness above by piling sins on top of sins."

Juvia's tears started to mix with the drops of rain from the sky. "I'm not asking you to forgive me… but... I just want to say… that I'm sorry."

Ultear saw her daughter's fist shaking. "I know that you're angry at me, Juvia. Enough to want to kill me. But," she reached for an object in her requip space. "I not letting you add more blood to her hand." And to Juvia's widened eyes, she stabbed herself with a knife near her heart. "You can happy… once I'm gone…"

"Ul-sama!" Juvia cried as she tried to reach for Ultear, but the time mage got up and fell out of the boat.

"I love you… Juvia…" with a loud splash Ultear fell into the water. "My… daughter…"

"Ul-sama!"

Ultear fell deeper into the water, blood from her wound seeping out to the sea. ' _Here I die… in the mother…'_ She thought as her consciousness faded away. ' _Not a bad way… to end…'_

* * *

But before long, Ultear woke up to find herself on the water's surface, with Juvia holding tight onto her.

"Juvia?" Ultear asked weakly. "Why?"

"Please," Juvia said, tears running down her face. "Please live…" Ultear saw that part of Juvia's water body was reaching towards her wound and holding it close.

"Why are you…"

"Juvia felt it… when Merudy linked Ul-sama and Juvia together. She felt Ul-sama's pain and sadness. You took care of Juvia… you raised Juvia, that doesn't change.

"Juvia, Juvia forgives you!" The water mage cried out. "Juvia will forgive you as long as you never do that again! Just never leave Juvia again! Juvia loves you, Ul-sama!"

Ultear's eyes pooled with tears before she broke down. "I love you too… Juvia." Both girls embraced each other, ready to stand together once more. Ready to seek redemption and happiness in their future. Ready to-

* * *

The life from Hades's eyes vanished completely as soon as the dark magic struck him in the heart.

"Goodbye, Precht," Zeref said coldly.

"Master Hades!" Rustyrose cried out.

"He's d-d-d-d-dead!" Kain shouted.

"Today is a sad day," Zeref mused. "For we have both broken Mavis's heart." He suddenly stiffed. "He's here. Acnologia."

* * *

"What do you mean you're canceling the S-Class Trial?!" Gajeel, Lyon, Elfman, and Natsu all shouted at Makarov.

Makarov shrugged casually while Lisanna smiled next to him. "You heard me. The Trial shall be on hiatus for another year."

"That doesn't make sense!" Lyon protested.

"After all that we've been through, you're giving up!" Gajeel roared.

"I wanna be S-Class!" Natsu shouted

"How hard did you hit your head?" Elfman questioned the Salamander. "Lucy's was the candidate, not you."

"It was because of what happened that I have to suspend the exams, Gajeel," Makarov explained.

"He's right," Lisanna inputted. "First we had a Magic Council agent infiltrate the other candidates. And we also have Grimoire Heart arriving."

"In that case, there's no other way around it," Lucy said.

"Are you giving up?!" Natsu questioned her.

"If Lucy doesn't want to do it, then she doesn't want to do it," Happy said.

Elfman sighed. "A man gots to accept his limits."

"I was so close," Lyon gritted.

"Don't worry, I'll know you'll do better next year," Merudy encouraged.

"I was going to win for both of us!"

"...Okay?"

"You think I'm just gonna give up like that!" Gajeel shouted. "Hell no! You guys want to quit, fine! Then that makes me S-Class by default!"

"That's not how the S-Class Exams work," Lily deadpanned.

Makarov shook his head. "I suppose it can't be helped. Alright Gajeel, I'll give you a chance for the final exam. If you can beat me, you become S-Class."

"Ghi hi hi!" Gajeel laughed as he brought up his fist. "Alright! S-Class here I-" before he could even move, Makarov increase the size of his fist to that of a boulder and, to everyone's horror, smashed Gajeel against a tree.

"Anything you want to say, Gajeel?" Makarov questioned.

"I was… so… close…"

* * *

Far away in a small spring, Cana and Levy were wincing as they applied small leaves to their naked body.

"Man, these medical herbs pack a kick," Cana said.

"So Cana, is your right arm alright?" Levy asked.

"You mean where I got Fairy Glitter," Cana said with a smile, before bringing up her clear right arm. "Afraid that the rental period is over." She suddenly frowned. "Uh, Levy, I'm sorry."

"For what?"

"You know, for ditching you and going off to find Mavis's grave."

Levy smiled gently. "Don't worry about it."

"Not when it's still on my mind, on my heart. Betraying your comrade is a brand that'll last forever."

"I don't consider it betrayal," Levy replied. "I see as regular guild shenanigans, right? You thinking like that is what'll really hurt me."

Cana gave a small smile. "Yeah. Still, I didn't want to be S-Class. I just want to tell my father the truth."

* * *

Gajeel growled as he held his fishing-pole shape arm above a pond, a fishing line going through his transformed limb.

"Why so glum?" Gildarts asked from next to him, with he and Lily holding their own poles.

"Cause this is a real drag," Gajeel grumbled. "I'm not getting a bite.

"There's nothing wrong with a bit of patience," Lily replied.

"Lily's right," Gildarts smiled. "Right now the three of us are on a romantic adventure. The real instinct of the hunt that unites men, dragons, and Exceeds alike. To be eaten, or to eat? That is the grand challenge of a true man's playground!"

Gajeel felt his transformed arm shake. "Hey, I got something!"

"Atta boy, Gajeel! Pull it up! Bring forth out dinner!"

"Gildarts!" The crash warlock turned around and saw Levy and Cana approaching.

"Shh!" he whispered. "Gajeel's inner romance is awakening!"

"Cana had something to tell you," Levy said, gesturing to the nervous looking girl next to her.

"Hm?"

"I fact, it's best she tells you alone," she ran over and grabbed Gajeel and Lily, pulling them away. "So we'll be going!"

"Wait!" Lily protested.

"I was so close!" Gajeel shouted. Eventually, the three vanished behind the trees, leaving Cana and Gildarts alone.

"What's the matter?" Gildarts asked Cana.

"The reason I came to Fairy Tail," Cana rubbed her arm nervously. "Was because I looking for my dad."

"Really," Gildarts said, raising an eyebrow in surprise. "This is the first I heard it. So your old man was a member?"

"Y-yeah."

"You can do it, Cana!" Levy whispered from behind the bushes as she watched the conversation. She turned back to Gajeel to Lily. "You guys head back to the camp?" The two males looked at each other before turning their attention to the conversation as well.

Cana was silent for a few seconds before she clenched her shaking fists.

"It's you, Gildarts," Cana let out.

"Eh?" Gildarts said as beads of sweat raced down his forehead. Meanwhile, Levy was nodding proudly while Gajeel's and Lily's jaws fell to the ground in shock.

"Ehhhhhhhhhh?!" Gildarts shouted as the meaning of the words hit him.

"I should have told you sooner," Cana muttered. "But a lot has happened?"

"Wait, so you, you mean-"

"I know it's a lot to take in."

"Whose kid are you?!" Gildarts asked as he fell to his knee. "Sara? Naomi? Claire? Elize?" He counted each name on his finger. "No wait, the hair is off! Emma, Jean, the Sydney sisters-"

"Sisters?!" Cana shouted. "How many women have you've been sleeping with?!"

"I-I got it! It's Silvia, right?! You kinda look like her!"

"I can't believe it! Was my mom nothing more than a one-night stand with some floozie?! Forget it!" She turned around and started to walk away."

"'One-night stand…'" Gildarts muttered. "Wait?!"

Cana turned her head back with an annoyed face. "There's nothing else to say, alright. I'm not expecting to be part of your family. We can just go back to what we were bef-" before she could finish, she felt Gildarts wrap her arms around her.

"You're Cornelia's child," Gildarts said, earning a shake of recognition from Cana. "The way you talk is just like her. There's no doubt."

"Let me go, old man," Cana muttered.

"Why didn't you tell me?" Gildarts asked. "To tell me after everything that happen, that would take courage.

"Of all the women I met, Cornelia was the only one I married. The only woman I truly loved. But I was so fixed on my work as a wizard that we split apart 18 years ago. I've been moving with the wind ever since. But I never knew that Cornelia was pregnant back then. I'm sorry, I should have known…"

"It's okay," Cana interrupted. "I'm the one that kept quiet." She smiled as she held her hands to her chest. "But I feel that a weight was lifted off of me."

"I have a daughter… this close to me…"

"Knock it off. I don't expect you to take responsibility. Like I said, we can go back to how it was. I just want to say," she gave a cheerful wink. "Nice to meet you, dad."

Gildarts stared at the woman in front of him, the woman that was once a girl that had a look of wanting each time he saw her. And know he knew what she was longing for.

"Cana!" He cried out as he held her closer, with Cana returning a hug as well.

"You don't have to carry such sadness any longer! We can finally be together! You can come with me to my jobs, or when I'm drinking!"

"That's a bit annoying," Cana joked as tears raced down her face.

"Just let me have the right to love you, Cana."

"Don't cry," Lily said to himself as tears build up in his eyes. "Don't cry…"

"I'm not crying," Gajeel protested. "I'm not at all."

Levy watched the scene as she wiped a tear from her face. "Good work, Cana."

* * *

" _We felt at peace that day as if nothing would take away our light."_

From the horizon, a massive black creature with blue markings was flying straight towards the island.

" _But December 16, X784, was the day that Tenrou Island was destroyed."_

 **And now, the apocalypse.**

 **Gildarts: Fuck! That happy reunion with Cana-chan ruined!**

 **Cana: Calm down, old man. It's just a story.**

 **Gildarts: I can't!**

 **Aww, Anyway. Don't forget to follow or favorite if you enjoy, and review on your thoughts.**


	71. Tenrou Apocalypse

**Well, here it is. The final chapter of the Tenrou Island arc. And the final chapter of Fairy Tail: An Alternate Tail…**

 **Everyone: What?!**

 **Levy: After only two years, you're giving up?!**

 **No, that's-**

 **Mira *Crying*: I understand you had college, but still-**

 **Please don't cry Mira, I-**

 **Lyon: How despicable. You call yourself an author?**

 **Hey, that's kind of-**

 **Gajeel: I should have known this was too good to be true. Honestly-**

 **WOULD YOU ALL BE QUIET?!**

…

…

…

 **Thank you. Now, as I was saying, this is the last chapter of Alternate Tail, part 1. The next stage of the story will be published in a separate story.**

 **Everyone: Oh…**

 **Yeah. Anyway, I want to thank Thebarkranger, Gh0st495, SuperSaiyajin4Vegeta, and AwkwardToffee for favoriting and following Alternate Tail**

 **I also want to thank Fin-Fish Jun-Tenshi, Ray Akaba 210, OneWhoCharms, Lieutenant Myst, SuperSaiyajin4Vegeta, and one guest for their reviews.**

 **And more importantly, I want to thank the 167-179 people that have enjoyed and supported Alternate Tail for the two years it has been out. Thank you.**

* * *

 **And alas to finish this chapter, I leave it to the light… and to the dark…**

 **Mavis: Of course, DigiXBot does not own Fairy Tail**

 **Zeref: All rights belong to Hiro Mashima**

* * *

" _We felt at peace that day as if nothing would take away our light."_

From the horizon, a massive black creature with blue markings was flying straight towards the island.

" _But December 16, X784, was the day that Tenrou Island was destroyed."_

* * *

"And finished," Erza said as she stood proudly in her sexy nurse uniform. "The battle against life-threatening injuries has been won."

"...were you trying to save us or kill us?" Lyon grumbled from under the layers of bandages that bound him to Natsu. All of the men at the site were now heavily bandaged.

"Heh," Makarov smiled cheekily despite having his chest wrapped in ten layers of bandages. "worth it."

"Of course you would find such a silver-lining from this," Jellal commented, his arms forcefully bounded against his chest.

"Like I didn't catch you staring, too!"

"Now, since Gildarts and the others left, I'll get started on the girls." Erza turned to others. All but Mira shivered at her eagerness.

"That's alright," Mira replied. "We're not as roughed up as the others are."

Erza sighed as she requipped into her normal clothing. "If you say so."

"Just be glad we didn't get beat up any more than we had now."

"You bet, nee-san!" Elfman said. "Imagine if that 'Chaos Bringer' punk came here."

"What did you say?" Makarov questioned, foreboding in his tone.

"I completely forgot about that," Bickslow said.

"Who's the Chaos Bringer guy?" Natsu asked

"Someone that magic council guy Doranbolt said was coming. He must not have been that tough if a real man like Lily could take care of him- ow!" Elfman winced as a fan hit his skull. "What was that for?!" He shouted at Evergreen.

"For using that overrated phrase one too many times!" She yelled back.

"What are you talking about?" Carla asked.

Elfman blinked in confusion "Wasn't the Deep Snow guy he fought the Chaos Bringer? I heard you and Happy saying that he was coming to the island."

"Yeah, but he didn't call himself Chaos Bringer," Happy inputted.

"Because he's not the Chaos Bringer," Makarov replied as he broke free from the bandages. "And if the real one is coming-"

What he was about to say was silenced by a powerful explosion of sound.

* * *

Levy was watching Gajeel and Cana celebrated their reunion when-

"RAAAAARRRRRR!"

"Ah!" Levy covered her ears in terror. The roar louder than a hundred thunder sounds spread through the forest.

"What was that?!" Lily shouted as he folded his ears down. "Don't tell that was thunder!"

"Errr!" Gajeel gripped his forehead in pain.

"Gajeel?" Levy asked in worry.

"That dragon roar," he gritted out. "Every cell of my body is freaking out over it."

"Dragon roar?!"

"What's going on?!" Cana shouted at them, a tad annoyed that the three had been watching her and her father, but also worried about the immense roar. But she turned to Gildarts and was surprised at the expression he held.

"That roar," Gildarts stammered as sweat raced down his body. "He's here?"

* * *

"What the hell is that?!" Lyon shouted as he and everyone else covered their ears from the immense sound.

"Arrrrgh!" Natsu screamed as he grabbed his head.

"Natsu?!" Lucy turned to him in shock.

"That dragon roar," the Salamander growled. "It's like every part of me is telling me to run!"

"Jellal-sama!" Freed shouted as he saw his former leader clench his forehead.

"It's like a thousand needles bursting in my head!" the cosmic dragon gritted.

"Why are the dragon slayers being affected the most?" Mira questioned.

"Is everyone alright!" Levy shouted as she and the others ran into the clearing.

"Master!" Gildarts yelled. "We have to leave now!"

"Dad, what's going on?" Cana asked him in fear.

"There's something up there!" Happy shouted as he pointed towards the clouds, from which a massive leviathan was descending.

The beast was covered in black scales with blue swirls all over the upper body, while light blue scales covered the stomach and underbody. A pair of massive wings were each separated into giant feathers. Its front claws were large enough to hold a single man, and it's long tail ended in a black ax like structure. Its black, serpent-like head held eyes with a single blue pupil.

"What is that?" Mira gasped.

"It's huge!" Elfman exclaimed.

Erza swallowed her bile as she fearfully realized what the creature was "Don't tell me that's a-"

"A dragon?!" Bixlow yelled, his dolls flying frantically around him.

"Is this for real?!" Natsu shouted.

"I knew it," Gajeel let out, fear penetrating his voice. "Dragons are still alive."

"So that's him," Makarov said sternly. "The Chaos Bringer. The Black Dragon of the Apocalypse: Acnologia."

"Hey, big guy!" Gajeel shouted at the top of his lungs to the flying behemoth. "Have you seen Metalicana! He's about your size, covered in metal, and a complete jackass!"

"Ask him about Igneel!" Natsu yelled, only for Gildarts to cover both slayer's mouths.

"Shut up!" Gildarts shouted. "You're gonna grab his attention!"

Acnologia turned down to the source of the feeble noise beneath him, and he several humans. He recognized the red-haired pest from a rather recent encounter. But what grabbed the attention of both his eyes and his nose were the two boys whose mouth the red-head was covering.

' _It's them…'_ And with that, he descended down to the island.

"It's coming towards us!" Freed shouted. But it was too late as like a meteor of calamity Acnologia crashed to the ground with a force that broke the hard rock beneath him and shook the earth before releasing a massive roar that ripped all of the nearby trees from the ground.

Each and every member of Fairy Tail could only stare at the monstrosity in front of them with pure horror. They remained still; their instincts telling them to avoid moving so as to not grab his attention further.

Suddenly, Acnologia rose up into the air, not removing his gaze from them

"Run for it!" Gildarts shouted with all of his might, and with that, the fairies ran to the forest, as Acnologia landed on the ground with such force to send their camp flying into the wind and shattering nearby rock formations.

"Is this for real!" Elfman yelled as he barely ducked from a piece of rock sent flying by Acnologia's movement.

"It's as if Ragnarok has come to us!" Erza shouted.

"Where did it even come from?!" Levy yelled.

"Doesn't matter!" Gildarts roared. "Just get to the ship!"

"Natsu, can't you talk to it!" Happy yelled as he ran as fast as he could on his small legs. "You were raised by a dragon!"

"Dragons like Igneel can understand people fine!" Natsu yelled back. "But this guy's not in the talking mood!"

* * *

The destruction on Tenrou Island could be seen from the Grimoire Airship as it flew towards the sea. "Acnologia may be sentient as any human or dragon," Zeref mused from the bridge as he could sense the Fairy Tail wizards running in fear. "But he doesn't see humans as anything more as insects. You wouldn't stop to talk to the minuscule pests beneath you. You also wouldn't take a stray insect seriously.

"They are things in this world that cannot be fought or reason with. For the first time in human history, mankind must now learn who is really at the top of the food chain."

"The era of your children has come to an end, Mavis," Zeref said as he turned away. "Forgive me, Natsu," a single tear ran down his face. "But the plan has failed."

* * *

"Keep running!" Bickslow yelled as he and Freed ran ahead. But they were stopped in their tracks when they saw a large reptilian foot stomping down to their left, then another stomping onto their right. Both looked up to see Acnologia growling above them before he flung them back with his claw.

"Freed! Bickslow!" Evergreen shouted as she and Jellal ran to catch them.

"Attacking our guildmates like that," Mira growled as she glared at the beast.

"You want us so badly," Gajeel snarled as he stepped forward, but he stopped when Makarov got between the dragon and his children and threw off his shirt, before growing to massive heights

"Old man?!"

"Master?!"

"Leave," Makarov growled as he stood a head taller than Acnologia. "Get to the ship!"

Acnologia roared as he charged towards them, only for Makarov to stop him in his track by wrapping both arms around his neck.

"There's no way," Lyon gasped as he and the others saw Makarov struggling to keep the beast from moving. "There's no way he can stop it…"

"Master, we have to leave!" Mira yelled.

A deep frown appeared on Makarov's face. "RUN!"

"If you are fighting master then so shall we!" Freed said.

"We'll blast that thing to bit!" Evergreen added.

"Real men aren't running from that!" Elfman shouted

"Don't count us out yet!" Cana yelled.

Soon everyone was shouting their willingness to join, shouting their refusal to leave.

Makarov furiously turned to them and shouted: "Are you planning to disobey your master's final wish, you disobedient brats!"

At that everyone became silent.

' _Did he really say his final wish?'_ Lisanna thought in horror.

Jellal frowned as he realized and the others realized what their master meant.

"Like hell, I'm leaving!" Gajeel protested loudly. "I'm a dragon slayer! You need-" he stopped when Jellal grabbed the back of his shirt and pulled him away.

"You heard him, Gajeel," Jellal said coldly. "Let's move."

"How can you say that?!" Gajeel yelled back. "Are you still that same ass-" he stopped when he saw a tear escaping the cosmic dragon's shut eyes.

Mira clenched her fist as she turned to the others. "You heard master! Let's go!" The others soon ran away from Acnologia and Makarov. Mira gave one last, fearful look at her master before joining the others.

' _It's better this way,'_ Makarov thought as he felt Acnologia trying to break free from his grasp. ' _You'll understand one day_

He could sense each and every one of his children crying as they ran to the ship. ' _Does death bring sadness? Can sadness cause death? What those tears you shed mean will be in your heart. So go my brats!'_ he smiled. ' _Go to your future!'_

"I don't know what you're after," Makarov yelled at Acnologia. "But no way in hell, I'll let you reach my children."

Acnologia snarled as he shook his head in annoyance before he opened his jaws over Makarov's leg and crunched it.

Makarov's grip weakened as he screamed in agony, allowing Acnologia to tackle and pin him to the ground, pressing intensely on the giant's chest. He could hear his rib cages starting to shatter.

Suddenly he heard a laugh. He looked down and saw Makarov smiling. '

' _I feel like a real parent,'_ Makarov thought to himself.

Acnologia growled as he lifted Makarov up and threw him towards a stone cliff, breaking it instantly. A normal-sized Makarov laid on top of the rubble as Acnologia stalked towards him.

' _I have no regrets.'_ Makarov continued to smile as he saw Acnologia standing above him. ' _I can die at ease…'_

But before Acnologia could bite down on the fallen wizard, a running figure from the forest came and leaped up onto his forearm.

"Get away from him!" Gajeel roared as he climbed up the limb.

"Gajeel?!" Makarov shouted.

Acnologia snarled as he shook his arm and flung Gajeel away. But because of this two actions occurred.

One, Acnologia had turned from Makarov and was now facing Gajeel.

Two, two figures have sprung past the beast's side, leaving behind two rune lines.

"Jutsu Shiki!" Freed shouted from the beast's left.

Levy yelled from the dragon's right "Any creature not from Fairy Tail must face twice the force of gravity!"

"And that gets added!" Kagura shouted as she ran to join Gajeel, then thrust her hands towards Acnologia. With immense gravity coming from the Jutsu Shiki and Kagura, Acnologia fell onto his knees. But this did not reduce rage in the slightest.

"Now's our chance!" Mira shouted as she and other Fairy Tail wizards ran towards the beast. "Charge!"

The wizards of Fairy Tail came from Acnologia from all sides, striking at him will all of their might.

"Satan Soul: Beelzea! Darkness Stream!"

"Ice Make: Eagles!"

"Holy Scrioptúr: Bogha! Solid Script: Explosion!"

"Two Layered Magic Circle: Blitzheart!"

"Maguilty Sodom!"

"Animal Soul: Cat!"

"Beast Soul!"

"Card Magic, Sun's Strength!"

"Open, Gate of Archer: Sagittarius!"

"Dark Ecriture: Pain!"

"Fairy Machine Gun: Leprechaun!"

"Baryon Formation!"

Makarov looked in both shock and anger as his children attacked the raging dragon.

"I want you to know, I was against this," Jellal said as he helped his grandfather onto his feet. "But do you really think they would just abandon their father that loved them so much. They're your family, after all."

Tears of both pride and frustration filled the old man."You damn brats. You really love disobeying me."

Jellal turned to the others. "Gajeel, Natsu! If we're all going to escape, we need to blast this beast until it can't move!"

"Ghi hi!" Gajeel smirked. "Ya heard that Lily!"

"On it!"

"All right!" Natsu grinned. "Happy!"

"Aye, Sir!"

"Freed!"

"Of course, Jellal-sama!" Freed nodded as he and the two Exceeds activated their wings and grabbed their partners. And with their partners flying them up, the three dragon slayers were above Acnologia while the dragon took hit after hit from their guildmates.

"Give it everything you got!" Jellal yelled. "Cosmic Dragon's Roar!"

"Fire Dragon's Roar!"

"Iron Dragon's Roar!"

A storm combining metal, fire, and radiation came down onto Acnologia at immense speed. Freed and Lily, gritted their teeth as they kept themselves and their partners from flying off, while Happy was barely able to stop him and Natsu from moving back.

* * *

As this happened, a blonde-haired girl was watching from atop the Tenrou Tree.

She smiled as she watched them fight the beast."What a brave generation they are."

* * *

When finished, a cloud of dust surrounded where Acnologia was as the six landed by their panting guildmates.

"That's not going to kill him," Gildarts stated. "He wasn't using the same strength he had when I faced him."

"It doesn't have to beat him. It just has to hold him down." Jellal argued back. He turned to Freed. "How long will that Jutsu Shiki last?"

"Not even a few minutes," Freed frowned. "Those runes were drawn too weakly. With brute force alone he'll escape."

"Then there's no time to waste! Let's move!" And with the Cosmic Dragon's word, the fairies started to run to the beach.

Carla however stopped and saw Kagura was still holding her arms out. "Kagura, we need to get going!"

"I-I can't," Kagura gritted as blood started to flow from her ears. "He's starting to break free…"

The dust cloud in front of her broke apart, revealing a seemingly unharmed Acnologia struggling to stand on his feet. Acnologia raised his wings up before swinging them back down, releasing a massive gale that shattered the Jutsu Shiki and sent Kagura and Carla flying back.

"Carla!' Lily and Happy shouted.

"Kagura!" Mira leaped forward and caught the two girls, only for all three to crash to the ground.

"It wasn't enough," Kagura let out weakly. "He was under ten times the force of gravity and it still wasn't enough."

"There's barely a scratch on him," Elfman said as he and the others gaped at the dragon. "Did none of our attacks hurt him?!"

Acnologia brought his wings up once more and took to the skies.

"It's flying?" Carla gasped.

"Is it about to leave?" Happy said hopefully.

"I doubt that's the case," Lily replied.

Acnologia stopped miles above Tenrou Island, then opened his jaw wide open. A small cyclone of light was forming in front of his open maw.

"He's using a breathe attack!" Natsu exclaimed in shock.

"He's tired of us now," Gildarts said sadly. "He'll kill us like the pest we are."

"We can still make it out, right?" Cana asked with fragile hope.

Gildarts shook his head. "Even if we make it to the boat, we won't be able to sail out fast enough."

"He'll actually destroy the entire island?!" Lisanna shouted.

"Then it's over," Kagura cried.

"We can't run, we can't fight," Bickslow gritted. "What can we even do?!"

"Defense magic," Erza said. "What if we can generate a defense spell strong enough…"

"Many of us have that ability," Mira nodded. "It could work."

"But there's not enough time to draw the seals!" Freed argued.

"They are defense spells that don't require seals!" Levy said.

"That's true…"

"But it'll take a lot of magic! I'm not sure that the two of us can do it-"

She then felt a hand on her shoulder "You need magic, Shrimp," Gajeel said sternly. "Then take all of mine."

"And mine as well," Lily added.

"Everyone!" Mira shouted. "Share your magic with Levy and Freed!"

"Hold each other's hands!" Lisanna instructed. "It's the best way to transfer our power!"

One by one, the wizards of Fairy Tail held onto each other, connected hand by hand.

"We won't die like this," Gajeel said as he held onto Levy and Lily, while the Exceed extended his paw to Carla, who was connected to Happy. Happy in turn held his paw to Natsu's finger, while the dragon slayer grasped tightly to Lucy's hand

"We won't give up!" Mira said as she tightly grasped onto Lisanna and Kagura. Lisanna held onto her brother, who in turn grasped Evergreen while she remained near to Bickslow, Freed, and Jellal.

"Our magic together can do anything," Lyon said as his hands connected to Merudy and Levy. Merudy, in turn, held tightly to Kagura

"We're not dying today!" Cana shouted, holding tight to her father and to Erza. Erza in turn held onto Lucy while Gildarts gave his hand to Makarov.

' _Will it be enough, though,'_ Makarov mused before he felt a reassuring grip on his left hand. He turned and saw Jellal giving with a

"All together now," Makarov said. "Let's head home-"

"To Fairy Tail!" Everyone shouted.

Soon the fairies were connected in a large circle. Each of them could feel all of their magic flowing through them like a circuit of energy. Each of them could feel all of their hope piling together.

And by then, Acnologia had gathered enough energy concentrated into a blue sphere of energy in his mouth, before he transformed into a massive beam that rain down onto the island.

* * *

Zeref watched coldly as the light came closer to Tenrou. There was nothing to be said, for what can truly avert such a cataclysm.

* * *

The fairies tightened their grip onto each other and closed their eyes before the blinding light swallowed them all.

* * *

As soon as the roar reached Tenrou, it was swallowed by a pure-white explosion. The Rune Knights, who were a safe distance away on their warship, could no longer see the island through the blast. Doranbolt himself was horrified at the act of pure destruction, knowing that no mere man could ever survive such an attack.

When the white light faded away, there was nothing left of the island but a massive, rocky crater, which was quickly being overflowed by the surrounding sea

* * *

Juvia tearfully watched from the rowboat the sea rush into the opening. Nearby, Ultear prayed for any miracle that the foolish fairies would survive, but she stopped when she realized that no hope could possibly protect them.

* * *

Zeref watched until the crater was completely filled, and the sea came to a still, looking as if Tenrou Island was never there in the first place.

"It's over now," Zeref mused. "After four hundred years, this is how it all ends. Goodbye, Natsu. Goodbye, Gajeel." And with that, he returned to inside the ship.

* * *

Magic Council Report, December 16, X784.

Tenrou Island was completely eradicated by Acnologia. Afterwards, the Black Dragon flew off into the horizon. No one dared followed him.

The surrounding waters were searched by the remaining members of Fairy Tail, allied guilds, and even the Magic Council for six months. But none of the 21 wizards were ever found

* * *

March 11, X791

A young boy around thirteen stood at the docks of Hargeon, staring out with distant red eyes. He wore a black waistcoat over a grey t-shirt and brown pants. He also wore metal studded shoes on his feet. His head was covered with messy black hair.

The sound of padded footsteps approached him as an Exceed wearing a pink frog costume stopped next to him. "Ro?" They asked.

The boy had no response.

"How long are you gonna stare out there?" A green haired woman asked, wearing a dark red cowboy hat, a short orange skirt, and a red open vest that revealed her bra and waist.

"Our jobs finished here," A man with spiky black hair added. He was wearing an orange poncho over a red shirt and brown pants.

Like before, the boy didn't respond.

"You know your dad will get worried if you aren't back soon." Alzack Connell added.

"Macao asked us to take care of you," his wife Bisca Connell continued. "Rogue."

"Sure," Rogue replied.

"Rogue, no, Ryos," Bisca spoke up as she reached towards him. "We understand what you feel but-"

"Bisca," She turned around and saw her husband shaking her head.

Ryos "Rogue" Conbolt took one final glance at the sea. ' _Where are you, Gajeel-nii?'_ He then picked up Frosch and followed Alzack and Bisca home...

 **To Be Continued in Alternate Tail: Brave New World**


	72. Enter the Brave New World

**Hey, guys.**

 **Gajeel: Thought you left this behind.**

 **Yeah, but I wanted to let people know that the next part of the saga is now uploaded.**

 **That's right folks, Alternate Tail: Brave New World is out now!**


End file.
